Innocent
by MomoOfficial
Summary: Robotic amnesia and a quiet escape. This is a story about guilt. AU android!Wheatley/Chell.
1. Chapter 1

_Spacial speed._

_Innocent, intoxicating, spacial speed,_

_hurled headlong on chariots of fire._

-Story Musgrave

* * *

><p>Something brought her back.<p>

Aperture was not, by any means, easy to find. There was a lot of wading in wheat fields to get to where she was currently standing. An old shed should have been easy to find in a place where there was flat gold for miles around, but Aperture made it tough anyway.

It took days, but there she was: cleaned up, hair up, wearing something other than the orange jumpsuit that had been glued to her skin since she could remember. She was standing in front of the shed's door. She was hesitating. She fingered the rust about the sharp edges of the corrugated steel.

Chell was unarmed, and she had come back. "Nostalgia," that's how she justified it. Homesickness. Loneliness. For once in her life she wasn't worried about getting killed, but she came back anyway.

She pulled, and the Aperture Science door, though it was heavy, yielded to her, and swung wide open.

The elevator inside didn't smell like a laboratory, like clean machinery and chemicals, like recycled carbon dioxide and plastic.

Rather, it smelled exactly like the wheat fields.

This was not the way Aperture was supposed to smell. Something was wrong. Perhaps a leak in the (normally airtight) door, perhaps she was the one who smelled like the wheat fields because she had been walking in them for forever, maybe she lingered in front of the lift too long while it stood open, sparking, waiting.

She stepped into the lift with some caution. The wheat smell was one thing, the sparking elevator was another: if the lift failed, she could go crashing back into the bowels of Aperture and find a grave among the toxic waste and the voice of Cave Johnson. There was no other way back into the facility, though, and she wanted to be here.

So she stayed in the lift, pressed one of the two buttons (_down_) and let it carry her.

The ride was slow and halting. She saw nothing but old gears and the rust of the elevator shaft for a good twenty minutes while the elevator crawled into the facility.

Then she saw them.

The turrets were positioned just as they were when she had last saw them. For a second, Chell imagined that they were going to sing a "welcome back" this time, an invitation to continue testing, to enslave herself again, to live in Aperture Science forever. Perhaps a "we knew you'd come back" sort of thing, GLaDOS telling her, once again, that she was useless without Aperture pushing her around.

But the turrets' lights weren't on. They weren't clicking or repositioning themselves, or talking quietly. They weren't humming, let alone singing.

They were silent.

It dawned on Chell that she was looking at a graveyard. The turrets hadn't moved from their positions during their farewell song. They were no longer operating. Though they were all turned to the lift, they were still, and their optic lasers did not watch her.

Robots are never alive to begin with, but these turrets were standing corpses.

Chell covered her mouth with her hand once the elevator had passed through. The turrets had all been shut down; the turrets never shut down. Her occasional naps next to the turret chambers had been fitful. They never stopped talking, especially if there was no one to shoot. Even if they weren't talking, the sound of their inner computers at work drifted through the air. To see a quiet living turret was nearly impossible; a dead turret was something that only appeared when Chell had smashed a live one to death.

If the turrets were shutting down, then Aperture was broken.

The elevator creaked on for a while.

Then, as if someone had pushed it, it gave a sudden lurch and dropped several floors. Chell found herself jolted out of her shock.

For a while, she floated, and then she crashed to a heap on the floor. When the elevator stopped, its doors crashed open, and the glass shattered.

Her heart thumped in her ears and she tried to compose herself on the floor of the stopped elevator, amid broken glass and her own ragged breathing. It had been a while since she had taken a fall like that.

After several minutes, she looked up.

The elevator had stopped in GLaDOS's chamber.

The smell of the wheat fields was thick in the air.

Sunlight streamed in through an enormous hole in the ceiling, hundreds of feet above the ground. Several tiles lay below it, bathed in early-afternoon light. Birds were hopping about on the ground. They pecked at plaster and steel and dirt and wheat grains; they were unaware that they didn't belong here. Up above, intact strands of wheat peeked in.

Chell was expecting some sarcastic "hello," some restrained anger and confusion as to why she had come back, perhaps some glee at getting to test her again, just like old times. She was expecting a voice, something, anything, to greet her. She was expecting GLaDOS to talk to her. She was expecting GLaDOS to at least mention the birds.

GLaDOS was there, but she was quiet, and hung straight down in her chassis.

Chell walked slowly forward.

The computer's head was tilted towards the ground, yellow optic widened at nothing. Her massive body, all the wires of the chassis and her metal hull, were stretched out. GLaDOS was not dangling, but was suspended. She was very, very still, perhaps sleeping, perhaps dead.

Her beloved turrets, extensions of herself, were dead, so only the worst of the two options was possible.

Chell reached out, mouth open, and ran her hand along the side of the computer's massive head. There was no evidence of foul play, evidence of someone else coming along and killing her after Chell left. No evidence that GLaDOS had malfunctioned. Even in death, the computer was calm, if a bit surprised.

A small screen, attached to the upper part of the chassis, was flashing repeatedly: "VOLUNTARY SHUTDOWN."

In the silence of the empty facility, finally without human company, GLaDOS had killed herself.

Chell furrowed her brows, tears stinging her eyes, and ran her fingers along the edge of the computer's optic. What she was doing now was strangely intimate, something that GLaDOS would never have allowed her to do had she still been alive. Chell had come back here, she realized, to say hello to this massive machine, but not like this. GLaDOS had tried so hard to kill her and had failed, first on account of Chell's ingenuity, then on account of a strange, haphazard friendship. GLaDOS had let her go, and had then, presumably, shut herself down.

Because of her. Chell swallowed through a thick lump in her throat. She was the pest GLaDOS couldn't ever get rid of. She had frustrated someone to death, even if that "someone" was never alive.

The birds flew away.

Chell's fingers shook. Through the tears, her vision blurred, and then cleared again as a few hot tears rolled down her face. She wiped them away.

Then she gave up, knelt, and cried for a long time.

"Hey…hey. Lady. Hey. Hey, lady."

Chell sat straight up.

"Please come over here, lady. Please help. Help. Lady. Hey."

For a while, she knelt there, frozen, listening to this faint robotic voice pleading with her. It was familiar; it sounded like it was crying.

"Lady. Help. Lady. Please."

It whimpered. "Wanna go to space. Don't wanna be home. Wanna go back."

Chell turned around as fast as she could.

From the darkness crawled a solitary figure.

To anyone else, it resembled a small boy with a shock of curly auburn hair. But Chell knew better: it was a core, one of the ones she had attached to Wheatley's chassis before hurling him into space. Presumably, all the cores had gone with him.

But Space Core had come back.

After making eye contact with her, Space crawled faster. As he drew into the sunlight and closer to her, Chell began to see signs of wear-and-tear: his synthetic skin was charred and beaten, his jumpsuit was fraying, his synthetic hair was singed at the tips. His eyes were wide-open and frightened. Atmospheric reentry had taken a toll on him.

_All Aperture technologies remain safely operational up to four thousand Kelvin._

But he was still running.

The smell of melted plastic was thick on him. Chell drew away. Space rose to his knees and shuffled towards her; before she could move further, he latched his arms around her waist and buried his face in her hip. His thin body curled up next to her and shook.

"Don't wanna be back here. Wanna be back in space. Take me back to space, lady. Wanna go back. Wanna go back. Wanna go back."

After some hesitation, Chell reached out and began to awkwardly pat his hair. He let out a cry and latched on tighter.

"Space lady," he wailed. "Space has no problems. Send me back to space. No fire there. Fire. And burning. None of that. Space. It's cold. Gotta go back. Send me back."

Chell continued to pat his hair. The tears were drying on her face. Space really was a child. He had experienced something he couldn't understand and now he couldn't function properly because of it. Chell wished she could talk or, better yet, launch the poor thing out to space where he could be happy. The portal gun was gone. GLaDOS was dead. The Space core was stuck.

Space continued to wail. Chell pulled him upright and into a tight hug.

"Oh, I wanna go back. Send me back." He held onto her and pressed his cheek into her collarbone. His face was hot in little pinpricks that ran down his skin, Aperture's best imitation of tears without water.

Chell shook her head.

"No space?"

Chell nodded. Space's fingers dug into her back, clutched at her tight, faded shirt.

"No space. Forever! No more space."

Chell held him until his sobs subsided into quiet sniffling. GLaDOS's chamber was filled with the sounds of his muttering and sniffling.

Finally, Space said something of real meaning: "Space buddy. Shut down. Gone to sleep. Space buddy needs to wake up."

Chell pulled back and held Space at arm's length. She stared into his orange eyes with a stern look.

"Space buddy." Space blinked and tilted his head before an expression of grief crinkled his freckled face. "Please help. He's sleeping. Dreaming. Of space. Asleep."

Space was referring to one of the cores. All four had been hurled into space. Presumably Space had had at least one fall into orbit with him and the come crashing to Earth.

Chell held up three fingers.

"Just one. Just one space buddy. Not three. That's too much. Too much for space. It gets crowded…with that much space buddies in space. No longer space. Not enough space for everyone."

Chell gestured around the chamber.

"This isn't space. Not space."

Chell pointed back to where Space had crawled from.

"No one there. Not space. Just empty."

Chell made the gesture again.

"Space buddy! He's asleep. Help." Space whimpered again and moved to curl up against her, but Chell stubbornly resisted and kept him at arm's length. She tilted up his chin to meet hers. By now his sniffling had turned into breathless hiccupping.

Chell pointed to him, then around the chamber.

"Space buddy. Over there."

Space pointed not towards the corner from whence he came, but to a place behind her.

Behind GLaDOS.

On the other side of the room, where she hadn't bothered to look.

There were a few large, charred spots on the ground, then beyond that, a crumpled heap of _something_ in the corner of the room where Space was currently pointing.

With her eyes, Chell followed the line created by the hole in the ceiling.

If Space and his companion core had burst through the hole in the ceiling together…

The companion core had bounced on the ground a few times before coming to rest in the corner. There were no more charred spots, so that meant Space and the companion core had hit the ground together. Perhaps Space had been clinging desperately to the companion core.

But Space had survived; companion core had not. Or, rather, the core was asleep…

Chell stood and picked up Space in her arms. He slung his arms around her neck; she placed her left hand on his back and cradled him against her chest. Together, they made their way around GLaDOS, across the gigantic room, towards the heap in the corner.

As they grew closer, something stirred in Chell's chest. The lanky form was familiar. There was the same atmospheric-reentry wear-and-tear around his jumpsuit, the same singes in his blonde hair. He was sprawled out on his sides, his arms and legs at unnatural angles, his back to them. He greatly resembled a broken, abandoned toy.

The blue piping on his jumpsuit made the gears in her head turn.

Space escaped from her arms and ran the extra length to the core. Before she could chase after him, he reached the core and flipped him onto his back.

A pair of cracked glasses came into view. His synthetic skin was burnt, his angular face charred, yet serene, in his artificial sleep. The same smell of melted plastic that was hanging on Space came off him. His head lolled gently to the side as Space shook him.

Chell took several steps backwards.

"Please wake up," Space said. "Time to go back to space. We're not in space. Have to go back. Lady says we can't go. Wake up. Try to go to space. Space. Come back." Space shook him as if he were truly asleep, as if he could be really woken up like a human person. The core stayed asleep.

Space looked up at her, his face contorted and his orange eyes brimming with tears that weren't really there. "Please help. Wake him up."

Chell wanted him to stay asleep. He had betrayed her, had tried to murder her, had tried to cage her and use her. GLaDOS, at least, showed no semblance of affection towards her when she had tried to trap Chell forever; it was only when they had become friends that the computer had acted with kindness. But this man had tried to pin her down like a butterfly, had had some twisted sexual affection towards her that had made her skin crawl with every button she had pressed, every room she had been forced to run through.

Wheatley was a monster, and she didn't want to wake him up.

Space flipped him onto his stomach again, and grew strangely silent. Chell tensed. The longer she looked at Wheatley's sleeping form, the angrier she got. Let him stay a doll; let him be broken. He never apologized. If he weren't already destroyed, she would have put him to sleep herself.

Space slowly pointed to a protrusion in Wheatley's back. It bulged past the white jumpsuit zipper running down the length of his spine. Space looked to Chell with a question in his eyes.

Chell found her anger slowly converting to curiosity. That had never been there, as far as she could remember. Maybe it was a piece of the chassis that had broken off when Wheatley was flung into space. Maybe it was some major piece of his CPU that had been smashed and he was never going to wake up again.

She crept forward. Space scrambled out of her way.

She knelt by his body and gently unzipped his jumpsuit.

It peeled away to reveal more pristine synthetic skin and a complex set of black plugs on his spine. There were several wires curling in and out of his body.

Here was the computer part of him.

And the strange protrusion was one thick, black cord that was unplugged. It had bunched up under the jumpsuit. One single socket near it was empty; it gaped with a bright orange mouth. The word "SLEEP" was printed, in tiny orange lettering, on the black plastic above the socket.

Space's cheek was almost pressed against hers as he hovered over Wheatley's spine with her, his auburn curls nearly blocking her view.

Despite her urge to run and never look back, for the hopeful core next to her, with faith in her ability to fight off Wheatley and escape from him a second time, Chell stretched out the black cord and plugged it back into the "SLEEP" slot.

Wheatley's internal CPU began to whir. Gears clicked within him. The cords on his back sparked a bit. His artificial breathing picked up.

Chell backed away and leapt to her feet, body tensed.

Space crawled around to Wheatley's head.

Wheatley stirred. Slowly, slowly, he placed his hands on the ground and pushed his torso up. His legs adjusted themselves to balance. The wires on his exposed back stopped sparking.

Wheatley lifted his head.

Space screamed, "Space buddy!"

Wheatley head whipped towards Space. Chell could see his bright blue eyes, behind his cracked glasses, make eye contact with the smaller core.

She expected him to hit Space, to wring his neck, to break the robot. Wheatley still hadn't noticed her.

Her hands balled into fists.

The corners of Wheatley's eyes crinkled, and he laughed.

"'ello!" He pushed himself up to a sitting position facing Space, who was bouncing and giggling to himself. Wheatley ran a hand through Space's singed hair. "Who let you out? Broken core! You're a crafty one, getting out by yourself."

"Space buddy!" Space shouted again, and eagerly lunged forward and squeezed Wheatley.

"Space buddy?" Wheatley's face fell. "Did something happen?" The smile reappeared, and he patted Space's back. "Not one of those crazy holiday parties again! I have GOT to tell Jerry to stop throwing those! He knows how I get." Wheatley let out a hoarse laugh and looked around. "Space buddy…"

His eyes fell on her.

Chell felt her chest tighten. The last time those blue eyes were on her, they had held hatred, stronger than anything she had ever experienced. Somehow, there had been betrayal in there, too, though he had been the one to abandon _her_. He had been hurt and full of fire, and fear.

Now he simply looked scared.

"Ahh! Human!" He threw Space off him and held his hands up in surrender. "You look very cross at me. What did I do?" He muttered under his breath: "Holiday parties…ruining everything..."

Chell began to loosen.

He shook his head. "I mean no harm! I mean, I don't know how you got out of the relaxation chambers, but…heh…must have been very relaxed during this wild party! Letting the humans run wild like that…"

Space's look of ecstatic happiness had now turned into one of hurt. "We went to space together. Don't you remember? We saw it all. All the space."

Wheatley turned to him and patted his head. "I'm _sure _we did. I don't…remember any of it…"

Wheatley turned to her. "Have I said anything odd about space lately? Now, I know that's an odd question. You've probably never had anyone ask anything like that before, but I have to know so we can get this core back to where he belongs. And get _you_ back to your relaxation chamber! Oh, jumpsuit's open, excuse me…"

He finally took notice of his unzipped back. With ease, he pressed the wires back into place and zipped himself up. He looked back to Chell, brows furrowed in concentration.

"Sorry, I don't think I know your name."

Chell's blood ran cold.


	2. Chapter 2

Chell let him stand up and stretch. Wheatley chattered on while she watched him in silence: about how groggy he felt, why was he so filthy, was it that holiday party? And why couldn't she speak, didn't she have vocal cords? He asked her to say "apple." They had never met, where was her jumpsuit, she was a test subject, wasn't she? How did she get in? That big hole in the ceiling? Is she lost? His management rail was gone and he hadn't died! What luck.

Space was quiet. Wheatley's memory loss had dealt a blow to him: he had made a friend who didn't remember who he was or where they had been together.

Once Wheatley was standing and cleaned off (as well as he could clean himself off, since the burn marks were permanent), he walked to Chell.

Chell backed away.

He grinned. "Looks like someone's scared of ol' Wheatley!" He straightened up and clicked his heels together. "I am only here to serve you, lady! Let's get you back to your relaxation vault as soon as-"

Chell turned and ran to the elevator.

"Hey! Wait! No, no, no! Come back!"

Chell stumbled into the elevator and slammed on the up button. The elevator doors began to crawl shut.

She looked up. Wheatley was clambering towards the elevator, but so was Space. Before the doors could shut, Space outran Wheatley and leapt into the elevator; he shoved the doors further apart with surprising strength and jumped onto Chell. He latched, monkey-like, onto her torso.

The doors shut, but as the elevator moved up, Wheatley grabbed onto the bottom of the elevator. The lack of glass allowed him to take a firm hold on the elevator platform, and he dangled, one-handed, from the lift.

He struggled to pull himself up, grunting and kicking. His other hand took hold of the platform.

The elevator gained speed.

Chell pressed herself against the metallic back of the elevator. There was no way she was going to let him in. She wanted him to stay here; he probably couldn't figure out how to call down the lift. He would be trapped. It served him right for what he did.

She lifted one of her bare feet so she could stomp on his fingers, but before she could throw Wheatley into his purgatory, Space clambered down from her torso. In the process, he yanked on her ponytail, jerking her head back.

By the time she looked back to Wheatley, Space was with him. He was on his hands and knees, screaming and trying to pull up Wheatley, who was repeatedly shouting, "PULL ME UP!" with equal volume. Wheatley let go of the lift floor and instead grabbed onto Space's arms, but Space wasn't strong enough to pull him up, and the smaller core slid closer to the edge. One of Wheatley's hands slipped.

Space looked to her desperately. "Help space buddy!"

Chell hesitated, then looked up. They were nearing the elevator shaft: in less than a minute, Wheatley and Space would be cut off by the edge of the shaft, and Wheatley would go careening to the floor below; at this height, he could destroy what was left of his CPU.

But if that happened, Space wouldn't stop telling her how she let "space buddy" die.

Coming back had been a bad idea.

Chell looked back to Space, who was inching ever closer to the edge of the elevator floor. Any further, and the two of them would slip off together. Space's screams had hit an obscenely shrill pitch.

She knelt and, with some effort, began to drag Space away. Space's death grip came in handy, as he was able to keep a firm hold on Wheatley as the three of them gained leverage on the elevator floor. Wheatley eventually let go of Space and got his arms onto the lift. He pulled his body up in increments by wiggling and pulling, and just as the elevator slipped into the narrow shaft, he got his long legs safely inside.

Space curled up in Chell's arms again. Wheatley hopped up to his feet. In the narrow elevator, she was uncomfortably close to him.

The sound of the elevator grinding against the metal walls was strong. Wheatley raised his voice to compensate. Mechanical smoke was on his breath.

"I got a little scared there for a second." He let out a nervous laugh. "I thought you were going to abandon me back there and escape with 'space buddy.'" He ruffled Space's hair. Space leaned into his touch, giggling; a wide smile spread across his face.

Wheatley mostly avoided eye contact with Chell, even though the three of them were pressed together in the center of the elevator. Though Wheatley's memory was partially wiped out, he seemed to have some memory of how Aperture's machines worked, and managed to stay away from the elevator buttons while he babbled.

This meant, however, that with every foot the elevator cleared, he grew closer to her; by the time they reached the turrets, he was pressed against her side.

Wheatley trailed off at the sight of the turrets. Space stared at them for a good while until, unable to stand the sight of them, he pressed his face against Chell's collarbone and whimpered. Chell found the sight difficult to deal with a second time, especially now that there wasn't any glass between her and the deceased robots. She wanted to reach out and touch them.

The elevator couldn't move fast enough; the awkward silence stretched on until the shaft encompassed the elevator again.

It dawned on her that she was going to be stuck with these two once she got back to the surface. There would be no returning to her makeshift home in peace. Granted, she didn't have two _humans_ in tow; that would make her life much, much harder. But there would be no quiet in her life from now on. She'd be living with visible reminders of Aperture. She had already found a place to throw away the portal gun and her boots; she thought she could pay respects to Aperture and leave empty-handed and in one piece.

Maybe, if she was fast enough and stealthy enough, she could ditch them in the wheat fields. It wasn't better than leaving them in GLaDOS's chamber, but it would have to do.

Wheatley broke the silence.

"I think those turrets died when She did. Did you know that a human took Her down? Isn't that incredible? Humans can do a lot when they're not being useless."

Chell didn't have the heart to glare at him, but he apologized anyway.

"I mean…they're alright, humans. They're just wonderful! Wonderful creatures. But I didn't think one could shut Her down. And the turrets! Whoever did all this did a right fine job. They really went the whole bloody nine yards. Went to town on this place. Everything's shut off! Except for this lift. Yeah, the lift's alright. And we're here! We're not shut off."

"Humans are good, especially lady humans," Space said. He lifted his head, suddenly chipper, and grinned at Chell. "Especially when they send us to space."

"I still don't know what you're talking about, mate," Wheatley said. Chell looked to him. "I don't remember going to space." He smiled at Chell and winked. "Do you remember anything?" he stage-whispered to her.

Chell didn't respond. She turned her gaze back down to the floor. Wheatley stared at her for a few seconds, then cleared his throat and looked away.

The elevator finally stopped outside the shed door.

Chell pushed past Wheatley and shook Space off her. Space hit the floor with a solid and unceremonious _thud_.

"Don't open that!" Wheatley shouted. "You don't know where it leads!"

Chell threw the door open anyway.

Full-on sunlight was blinding white, but Chell ran forward, feeling the wheat stalks brush up against her pants and crumple under her feet. As she ran, the white in her vision cleared, and she was able to see the golden wheat fields, the blue sky, the sparse clouds, the welcoming _nothingness _surrounding Aperture Science.

She was free again. She should have known better than to have gone back. There was nothing but insanity waiting for her there. She had gone there to find some peace, to see an old friend, and she had been saddled with two robots, one of them being her former captor and near-murderer. She was done. If she ran fast enough, that responsibility would be behind her. She could lose them.

She thought she could until Space flew past her, screaming at the top of his lungs.

Chell slowed down and stopped.

Space was running wide circles around her and Wheatley, who caught up to Chell after she stopped. He placed his hands on his knees and panted while Chell watched Space run in circles, disappointment beginning to grow within her.

"I've never been outside before!" Wheatley said, lifting his head up and looking around in wonder. "Wow…would you look at this!" He ghosted his hand over the tops of the wheat stalks. "Have you seen this before? Is this all there is out here? Very cool!"

Wheatley wandered around. He seemed to take care not to stray too far from where she was.

Space, meanwhile, continued to run. "I'm in an orbit," he shouted. "Space orbit! SPACE! Look at all this space. I'm a planet. Orbiting through space. Around the sun." He pointed to Chell. "Orbiting. Gravity. Newton. Science. Astronomy was my favorite subject. It's yours too. SPACE!"

Wheatley plucked up stalks of wheat and gathered them in his arms. Once he had a small bundle of them, he made them into a wheat bouquet and approached Chell.

He stopped a few feet from her and held them out under her nose.

"These are for you," he said with a smile. "Congratulations…on escaping...with me!"

She violently snatched the wheat stalks from him and threw them to the ground. She shoved past him and walked away.

"Wait! You forgot your gift!"

She continued to walk. Space slammed into her; she stopped, picked him up, turned him to face Wheatley, set him down, and continued to walk.

"Lady?" Space asked quietly. Wheatley hadn't moved from where she had thrown away his gift. He temporarily disappeared into the wheat stalks, only to reemerge a few seconds later with the crumpled bouquet.

"Come back!"

Chell broke into a jog.


	3. Chapter 3

Night in the wheat fields was absolute. With no source of light close by, one could see the stars all around, so much so that the curve of the atmosphere became apparent. It was easy to lie down in the dirt and lose yourself there in that hush, among the crickets and birds, able to see the whole universe yet unable to see your hands.

It became clear that she wasn't going to escape: the two cores had followed her, even after her light jog had evolved into a sprint. Wheatley, by the time he caught up with her, was nursing a quiet annoyance at Chell's constant attempts to abandon him. Space, meanwhile, acted like an amused puppy, and chased after Chell as if they were playing a game. Robots didn't grow as tired as quickly as humans did, and Chell, though she had endurance enough to run for a while, couldn't outrun Wheatley and Space. Eventually she had to cut her losses and hope that there would be some sort of lightning strike or rainstorm that would shut them down.

She was going to have to bring these two home with her.

Once the sun started to set, Space grew tired of running, and begged Chell to carry him. Until night fell, Chell carried Space, while Wheatley dragged along behind them in silence.

She made quick work of the wheat stalks as night crept across the sky. Working alone, with Wheatley and Space watching, Chell picked wheat stalks until she had cleared a small circle in the field. She then used some of her flint to ignite the pile of wheat stalks in the center of the circle.

Wheatley had never seen fire before, and he crept towards it with curiosity. "What's this all about?"

His head was tilted to one side, and he reached out a hand, which Chell quickly swatted away. The last thing she wanted to see was Wheatley die by fire.

Space wandered through the wheat by himself. "Oh! Space. Look at all of it. I missed it. Look at the space. Can see it all. From Earth. Earth observatory. Earth planetarium." He scared a flock of crows nesting in the wheat close to the campsite. "All the space. Here to see. From Earth. Space magic."

Wheatley cringed at the birds flying close to him. "You know," he said, "I've never seen space before. Saw it in pictures, but not in person. It's huge!" He swept one long arm across the sky. "Look at all of it! It was never night in the facility. Ever. Keeps the test subjects going…"

…to simulate daytime at all hours.

Wheatley _had_ seen space before, that was the funny part: he just didn't remember it. Chell, however, did.

She remembered the stars, she remembered the wild pulling of the vacuum, she remembered glancing up and seeing Earth, a blue marble in the dark, before re-focusing on Wheatley. She remembered those tense few seconds before she had taken aim at the moon, with Wheatley screaming abuse at her: how the night sky had been so clear and the air outside so balmy and warm.

But this was the first time she had observed night on Earth peacefully. Aperture did not sleep. Besides the unplugging of that strange wire in a core's back, there was no way to put any Aperture devices to sleep. Within the darkness of the facility and the artificial lights, time had been too transient to mark any logical passing of seasons or days or nights.

Chell looked past the black smoke of the fire. Endless stars winked at her. She was sure that if she put out the fire, she could see more of them. Space was far away from the campsite now, the glowing of his orange eyes the only indication of his presence; he could probably see the whole of the night sky.

Perhaps she could put them to sleep when they least expected it. She could sneak up behind them and pull the plug. Then she could go home, and they would be left to rust in the fields. She would be alone.

She watched Space leap towards the sky and paw at the air.

If she was quick enough...

"Do you like space, lady?" Wheatley asked.

She glanced at him, then back to the fire. She nodded.

"I do, too." There was a note of relief in his voice; he was probably happy she was choosing not to ignore him for once. "I mean, it's all quite new to me, can't really pass fair judgment on it until I know all of it…but it's really something. Very large. Very…twinkly. I think space is something you have to see to believe."

Wheatley reached out to nudge her, but Chell dodged. He withdrew.

"Sorry."

Chell continued to stare at the fire.

"Uh…but yes. Very impressive. Glad to see it. Glad to be here. With you. And, uh…that."

In her peripheral vision, she saw him turn to watch Space picking his way through the wheat fields back to them.

Space crashed through the stalks and held up a cricket by one of its hind legs. "I found a bug. Space bug. Trying to go to space. Without us. Jumping. Up to space."

"I don't think he can, mate," Wheatley said, grabbing the struggling bug from Space's outstretched fingers. He regarded the creature with faux scientific fascination, one hand grasping his chin and the other holding the cricket in front of his face. "Nope. Cannot reach terminal velocity even if he tried. Those legs cannot escape gravity. It pulls on us all! Noble effort for a bug, though."

The cricket broke free and bounced off of Wheatley's nose. He toppled with a scream onto the ground, batting at his face. He kicked dangerously close to the fire, and Chell jumped up and restrained his legs.

"GET IT OFF, GET IT OFF, GET IT- oh, it's you!" Wheatley removed his hands from his face and looked at her curiously. "You need to stop acting like a cricket. Scared me right out of my wits, you did!"

Chell pressed his knees towards his chest and narrowed her eyes. Wheatley shrunk from her; subconsciously, his hands moved towards his face again.

"I'm going back to space," said Space, and wandered into the wheat fields.

Without breaking eye contact with Wheatley, Chell pointed towards the fire. Wheatley gratefully took the opportunity to avoid her gaze and stared at the fire as if it had something incredibly interesting to say. "Yes, that's…a fire. How observant of you. Oh, was I about to kick it? Was that it?"

Chell nodded.

"Ohhh. Alright, then. Won't be doing that again."

She released his legs and returned to a sitting position by the fire.

Wheatley slowly rose to a sitting position himself.

"At least the bug's gone! That's an improvement over my, uh…earlier condition. Yes?"

Chell's eyes briefly slid to him before returning to the fire in front of her. Space was happily traipsing through the wheat fields again, keeping his eyes trained on the sky.

Wheatley stood. There was a tense silence between them.

"Um…do you mind if I ask a question?"

Chell gave a small shrug of her shoulders.

"I, uh…what is…our history together?"

She turned to look at him.

He was standing very stiffly, hands clenched, eyes on her. In the darkness, his eyes had a blue glow to them, the intensity of which was dampened only by the firelight. Even through the intensity of his gaze, there was a touch of fear; everything in his stance recoiled from her, as if in preparation for a fight.

She was still, and watched him struggle through his next words.

"Because you're treating me very strangely, and I…I know this is all something to stomach, robots talking to you and all, and being outside after what must have been _years_ of sleep, but I want you to know that I don't want to hurt you. I've wanted to get out of the facility my whole life."

His arms broke free of his sides. He outstretched them.

"And here we are! But now that that's over, you seem very keen on getting rid of me. Maybe you're not scared, you don't seem like the type of woman who would _get_ scared, but you definitely do not like me. Am I right?"

Chell gave no response, but instead looked him up and down with wariness and a small amount of surprise.

"So, uh…I was wondering…whether something happened to make you not like me."

He brought his hands in front of him and toyed with them. It was taking a visible amount of effort for him to keep looking at her, as unresponsive as she was to his little speech.

After a few seconds, he shrugged. "Aaaand that's alright. We don't have to talk! We can just be silent partners if you want, just exploring the wilderness together. And ignoring each other. But I want you to know that whatever happened…even if it wasn't my fault…"

He took a deep breath and looked up at the sky.

"I'm sorry. Really, I am. Whatever I did to make you all angry and mute and scary…I'm sorry. Even if nothing happened."

He sat back down. "Sorry," he said again, this time to her and not to the stars. "You can not talk to me. I will just sit here. And be by myself. I'll talk to that damaged core over there! How do you like that? You don't even have to pay attention to me."

Chell still didn't respond.

"Alright, that's fine, no talking." Wheatley held up his hands. "We can do that. I'll go with him. Have a nice human sleep later. I'll see you in the morning, alright, love? Here I go. Leaving you…right now. Here I go."

Wheatley got to his feet and promptly sprinted off in Space's direction, who shrieked and ran away from the bigger core. The two began to chase each other in the fields, laughing.

Chell stared after him in surprise.

He apologized. He didn't remember, but he apologized.

The old Wheatley was back. The one who had never had a taste of power in his life, the bumbling Wheatley, the Wheatley who hated his job tending to humans but managed to be gentle anyway. The one with the strange ego who, despite it, shrunk away from anyone with more intelligence than him.

This wasn't the Wheatley that she had hurled into space. Something had changed. He was damaged, but in being damaged, he somehow managed to revert back to a better state.

Chell's test tightened. Even if his words didn't repair all the damage he had caused, even if she still didn't trust him, even if she had to doubt the legitimacy of his apology, it still felt so _good_ to hear "sorry" come from him. In spite of her better judgment, she found herself internalizing his words.

He didn't even know the details of what had happened, but he apologized anyway.

Chell wrapped her arms around herself and watched as Wheatley picked up Space and threw him into the air, only to catch him a few seconds later. Space was laughing and swatting at Wheatley's face. He broke free of Wheatley's hold and ran off.

Wheatley turned to look at her. The electric blue of his eyes glowed against the darkness.

She backed away from the fire and lay down at the edge of the circle.

He was back.


	4. Chapter 4

_To the anonymous readers: thanks so much for reading! I usually respond to reviews individually, but I can't do it for anonymous readers, so I want to say: thank you, and I really enjoy reading your thoughts/ideas on the story's direction. I wanted to reply to curtisimo here because s/he raised a pretty good question: are A.T.L.A.S. and P-Body dead?_

_GLaDOS's voluntary shutdown meant shutting down the whole of the facility: that is, by shutting herself down, she shuts the facility down because her and the facility are one and the same. The panels would not move, the robots working on the facility and creating the turrets would shut down, etc. Turrets, the testing bots, and the cores are all "extras:" robots that she has some measure of control over but doesn't directly puppeteer. The turrets shut themselves down because they no longer had a master to respond to; they quieted themselves because they were finally alone. The turrets, IMO, are only programmed to kill when ordered to, and will only sing when ordered to. In the absence of an order, they will do nothing, so when GLaDOS isn't alive, neither are they, in the sense that they are not doing anything at all._

_A.T.L.A.S. and P-Body are not order-taking like the turrets. They're designed to test, but they can work independently outside of what GLaDOS wants (i.e. GLaDOS puts a test in front of them and leaves them to solve it, they don't wait for the direct order to "solve" or "test"). They, unlike the turrets, can putter around in the absence of an order. So they're not dead, they're kicking around in the facility somewhere._

_I hope that was helpful!_

* * *

><p>The hot sunlight against her face woke her up.<p>

Wheatley was sitting cross-legged by her head, watching her closely. She blinked at him and shielded her eyes from the sun.

"Ah! Good. You're awake." He smiled and pressed his fingertips together. "You had me a bit scared there. Came back to see a test subject lying on the ground, totally still! Sat by you to make sure you'd wake up. You can never tell with the brain damage. I- sorry. Did you not know you have brain damage?"

Chell peered at him through narrowed eyes. He seemed to have forgotten the "no-talking" pact he had made last night.

"Because, uh…you do. The not-speaking part kind of confirms it, in my expert opinion." He bit his lip. "Sorry to be the bearer of bad news."

Chell stood and stretched. The fire had died down to a few glowing embers. The crows had returned, hopping cautiously about the campsite and pecking in the dirt.

Wheatley watched from his place on the ground as she let down her hair and shook it out. A few chunks of dirt went flying. She put her elastic band in her mouth and made to tie her hair up into a ponytail.

"You have lovely hair," he said quietly.

She turned to watch him for a few seconds before turning away and going back to tying up her hair.

"Besides the brain damage, you look very nice." Wheatley nodded. "Not like brain damage makes people look different, but you look especially good! Considering the brain damage, which is a draw-back to your overall self."

Chell finished her ponytail and went into the wheat on one side of the circle. She picked up a few stalks and put the ends in her mouth, sucking the water out from the stalks before eating the grains at the other end.

"It's not as if you aren't a wonderful person, but you know how it is…can't talk, oh, that's detrimental. Can't speak to anyone. Language barrier is always there."

She turned to glare at him. Wheatley shied away from her, his eyes wide.

"What I'm trying to get across is that you look lovely, considering the circumstances," he stuttered.

Chell eyed him for a few tense minutes. He was calling her beautiful?

He could be trying to get on her good side. Maybe this was supposed to work with the apology to get her to like him. Maybe this was his way of paying her back for getting him out of Aperture Science: he was going to sweet-talk her for the rest of her life. Make her feel good.

And then do…what?

She turned back to the wheat and began picking again.

There was a strange stillness in the air, one she couldn't place until she realized that Wheatley was alone with her. Space was missing.

She turned to him and gestured towards the empty wheat field.

"Uh…yes, we're alone. What of it?"

She pointed to herself, then to him, then to the area where Space had been running around the night before.

"There's you, there's me…oh, right, there's the little defective core too!" Wheatley fiddled with his hands in his lap. "He didn't want to come back last night. Last I saw him, he was sitting down and looking up at the sky. I'm not sure where he went after that."

Chell walked back to the circle and set down the wheat she had been picking before heading towards the other end of the campsite. As she passed Wheatley, she tapped him on the shoulder.

"Do you want me to come with?" he asked her.

Without turning or slowing down, she reached out a hand and gestured for him to follow.

"Oh, brilliant!" Heavy stomping filled the air as Wheatley made his way over to her. The crows scattered. "You want me around now! This is great. I get to be of some help to you."

Chell shrugged. Wheatley was the last one to see Space, so it only made sense to bring him along. Wheatley was dense enough to think that she was starting to warm up to him.

Or maybe it was; Chell wasn't sure. He had apologized, he was saying nice things to her, he wanted to help. Maybe she was growing soft from being alone for so long. Wheatley was good company when he wasn't trying to make a bloody paste out of her.

But, she reminded herself while Wheatley split from her and tiptoed through the wheat fields in search of Space, this core was unpredictable. He did what felt best to him. She couldn't entirely trust him. He didn't have easy access to power at this point, but…

"Oh! Here he is! Lady!"

She turned. Wheatley had thrust one arm into the air and was waving it in a wide arc, even though he was no more than six feet away.

She picked her way through the wheat to him.

Space core was curled up on the ground, staring at the dirt, muttering to himself. He didn't seem to notice that Wheatley was kneeling by him.

"I'm outside," the tiny core said over and over. "Not inside. Closer to space. Out here. By magic. Outside. No more queens. No orders. Outside. In all this space."

Wheatley reached out a hand and brushed Space's shoulder. "Hey there," he said. "Defective core."

Space popped up, causing Wheatley to fall back in surprise. He looked at Wheatley with confusion.

"Oh! Another robot. Outside. Hey. Hey." He reached out and ran his hands over Wheatley's face. "Are you space?" Space removed Wheatley's glasses and placed them on his face. "Ohhhhh. Glasses help me see more space. More space. All for me."

"Don't you remember me?" Wheatley reached out and gently took his glasses back. Space looked at him, hurt, only to lunge out and grab for the glasses again. "Space buddy! Your old friend, Wheatley! I mean, we've only known each other for a day, but…"

"Space buddy?" Space said. "You're here to go with me to space?"

"Yeah, I…"

Space embraced him. "Space buddy!" he shrieked.

Wheatley laughed nervously and patted Space's back. "Yes, mate, space buddy! Right here. At your service.

Chell knelt by Space and rubbed his back.

Space turned to look at her with a wide grin on his face. Upon seeing Chell, the grin disappeared, and Space screamed.

"Human!" He hid behind Wheatley and examined Chell over the larger core's shoulder. He was trembling. "Trying to get me to not go to space. She's going to space. Not bringing me. Not bringing me to space."

"You know her!" Wheatley pointed to Chell, who at this point had brought her hand back and was keeping her distance from the two robots.

"Tying me to Earth."

"No, mate, this is Lady! You know her!"

Chell raised an eyebrow. Her real name was "Lady" to him?

Wheatley moved towards Chell and placed a hand on her shoulder. For once, Chell didn't feel the immediate need to draw away. Space clung to his shoulders. "She helped us escape!"

"Escape?" Space said in a small whisper.

"Yes! That's it! She's very nice."

Chell smiled and reached out a hand towards Space. Space examined it with curiosity and a touch of fear.

Then he reached out and swatted her hand away. He retreated behind Wheatley's shoulders again, his look of curiosity turning into a look of hatred.

"Trying to keep me from space," he muttered.

Wheatley looked at her with an apology in his eyes. "Sorry, Lady," he said. "Shouldn't have left him alone."

Chell shook her head and stood. Wheatley stood with considerably more effort, as Space seemed intent on staying attached to him and as far away from Chell as possible. She walked back to the campsite and scattered the embers of the fire around. At this point, the crows had returned, and were now approaching the dead fire in short little hops, cawing quietly.

"Onwards, then?" Wheatley asked her. Chell nodded.

Wheatley jabbed a thumb towards Space, who was currently staring up at the blue sky in silence. "He doesn't remember," he said in a loud whisper.

Chell nodded again.

They kept moving.

She knew it would be days before they reached her home. She was venturing out in its general direction; as she had hoped, she found a few of her previous campsites along the way, the ones left over from her trip to Aperture. They dotted an uneven line through the wheat fields, and from this she was able to move towards where she had taken up residence without getting lost.

With every passing day, Space became more and more distant. He had started by not recognizing Chell and becoming hostile towards her; by the next day, he had forgotten his hostility and was just wary; by the next, he didn't acknowledge her presence at all, even when she stood right in front of him.

Then Space's amnesia started to target Wheatley.

Wheatley, at first, was space buddy, then "core," then "strange man," then "I don't know you but can you take me to space?" As they grew closer to their destination, Space grew more forgetful. It got to the point where Wheatley had to constantly re-introduce himself to Space, sometimes multiple times in the same day.

With the progression of Space's amnesia, Wheatley grew more frustrated with him.

"Aperture robots can always recognize each other," Wheatley said to her one night. Space was away, frolicking in the wheat like he normally did once the stars were out. They couldn't travel with him during the day without Wheatley carrying him, but they could leave him to his own devices at night, seeing as he always lay down once the sun rose and didn't go too far when it was dark. "I think that signal might be turned off for him. If you bring him over here, I can fix it."

Chell threw up her hands.

"Just pick him up! He won't know any better. He's _broken_, Lady. He'll think he's going to space."

Chell loosened her hair and ran a hand through it. Then she pointed to him.

"What about- are you saying _I'm_ broken?" He puffed out his chest, looking something like a large, upset bird. "I've been trying to send him signals all night! He's not sending anything out. Besides, I know who you are. He keeps forgetting."

Chell made to explain to him, but hesitated. Wheatley genuinely didn't know that he was broken just like Space, that he had forgotten a lot because of his violent return to Earth. He had some inkling of his memory loss (otherwise he wouldn't have apologized to her), but to him, his previously hurting her was indirect. He had no memory of doing it himself. He felt indebted to her, but judging by his current defensiveness, he wasn't taking full responsibility for his actions.

She turned away from him and brought her knees to her chest.

"I'm not broken," he said firmly. "I'm still sane. I can fix him. You like him, don't you?"

Chell shrugged.

"Don't you want to see him fixed again?"

She nodded.

Wheatley turned and tromped off through the wheat fields. He returned with a squirming Space in tow.

"Put me down!" Space squealed. "Interrupting my space time! Space cops! Arresting me. For being in space!"

Wheatley walked in front of her and set him down firmly on the ground. Space's eyes looked right through hers. "Do you want me to fix him or not?"

"Space jail!" said Space, and burst into tears. Wheatley stood over him with his arms crossed, staring at Chell.

Chell looked up towards him, then back to the sobbing Space core.

She reached out and tapped Space on the arm. Though Space didn't seem to acknowledge her, he suddenly brightened up.

"Oh. Space jail is letting me out," he said. "Door opened. I can go. Back to space!"

He bolted off. Wheatley scrambled after him.

"No, come back!"

His fingers grazed the edge of Space's jumpsuit, but in seconds, Space was out in the fields again, and Wheatley was staring at the place where he had once been.

He turned back to Chell. "Why?" he shouted. "We had him, we could have fixed him, and you let him go? What kind of woman are you?"

Chell crossed her arms and avoided eye contact.

"He's going to be broken now because of _you_! Do you understand?"

Chell still didn't respond.

Wheatley walked over to her and crouched down behind her. He leaned towards her; Chell refused to move.

"Listen," he whispered to her, "I don't know how much the brain damage is affecting you, but I'm the one who has all their faculties of thinking here. I wasn't the one who let him go when he had a chance. I was going to fix him, and you let him keep on being broken." He tapped her temple. "You know you're not thinking right. Let _Wheatley_ take care of this next time."

Chell gritted her teeth and focused on a patch of dirt near her left knee.

"Fine. So just think about that. This is your fault. You had your chance. I'll do my best to fix him, but if he dies, you did it, not me."

Wheatley stood up and walked away from her.

Chell sat staring at the dirt for a while. She listened to his footsteps until they were muffled by the rustling of the wheat. Then the rustling of the wheat faded, and she was alone.


	5. Chapter 5

Space's mind continued to deteriorate.

Wheatley spent the rest of that night trying and failing to catch Space. The next morning, Chell woke from a fitful sleep to see an irritated Wheatley eyeing her from the other end of the campsite. He was sitting cross-legged on the floor, arms crossed across his chest, a thick whirring coming from his body: his CPU was overwhelmed from his running around for hours.

"No luck," he said. "He can run bloody fast, that one."

Chell's eyes slid uneasily around the circle. Space was nowhere to be found, and Wheatley's gaze wasn't letting up. She was uncomfortably reminded of being stumped in one of his test chambers, how she had simply sat against the wall and stared at the buttons and cubes while Wheatley watched in silence. He had eventually lost it and screamed at her, which in turn made her jump up and struggle her way through the rest of the test.

She looked back to him.

There was a strange wariness in his eyes that she couldn't place. He was visibly upset with her, and the longer she watched him, the tenser he got, but in turn, he became more uncomfortable. He shifted and curled in on himself, looking down at the ground.

He looked up after a few minutes and found Chell still watching him.

"Alright, I couldn't fix him," he snapped. "Why don't you do a better job?"

She narrowed her eyes and pointed to him with a questioning look.

"You were the one who let him go, Lady. Find him." The discomfort in his eyes amplified further. "Please."

The fight with Wheatley wasn't worth her trouble. What was more important was that she find the smaller core for Wheatley's sake. He was angry, but he also looked like he wanted to burst out of his own skin from some strange anxiety.

Truth be told, Chell had grown attached to Space. He hadn't ever tried to harm her; any hostility he had shown was from memory damage. At his heart, he was a child, and a well-meaning one at that. She didn't want him to wander the wheat fields forever.

Certainly a change from a few days ago, Chell thought to herself.

She got up and ventured out into the wheat fields. Wheatley didn't follow her.

Space was curled up in a ball. Chell had no difficulty walking up to him and picking him up; he put up no fight.

"Oh, hi. Hi. Hi," he said. He sounded like a skipping record; his eyes were wide and blank, and a dreamy smile spread across his face as Chell held him against her. Space put his arms around her neck and his chin on her left shoulder. "Are we going to space? Because I really want to go to space. I like space. Do you like space?"

His voice was thick with static. With his body this close to Chell she could hear something clicking and jamming inside him.

Space's brain was trying and failing to work.

She walked back to the circle, where Wheatley sat, while Space continued to talk to himself. Putting him down on the ground had no effect.

But trying to unzip his jumpsuit in the back did.

Space screamed and thrashed around as Chell struggled to work the zipper down his back without unplugging anything. From what little she saw before he ran to Wheatley, his back was the same mishmash of wires and plugs that Wheatley's was. Chell only knew how to break robots, not fix them; she was hoping she'd get lucky and only have to plug in one wire, like she had done to "fix" Wheatley.

Space cowered by Wheatley, who grabbed him with a successful "HA!" and examined his back while Space whimpered.

"Nothing's unplugged," he said with awe. He zipped the smaller core's jumpsuit back up and pushed him away. "Everything looks just fine."

Wheatley put his chin in his hands and stared at Space, who was now beginning to pace wobbly circles around the campsite. "I don't understand," he said quietly. "I know he's defective. Maybe that's been it all along."

Chell tried to bring Space into her arms again, but the core pushed past her outstretched arms and continued to walk. She turned to Wheatley and moved her pointer finger rapidly backwards in little circles before pointing to Space.

"You're right," Wheatley said. "He was working properly- or close to, anyway- before we got here."

Chell took a few minutes to think.

If they moved quickly, they could reach her home before Space completely lost his mind and became permanently broken. She knew of a few tools that she had brought home during her first few weeks in that area; maybe they could take Space apart and have a look. She was reluctant to let Wheatley help, judging by the mess he had made of Aperture while he was in control, but he seemed to know a good amount about core programming. At the very least, he knew more than her.

Chell walked to Space and scooped him up.

"Space?" he asked. He hooked his arms around her neck again and began to babble. He seemed to be at peace when other people were holding him.

Chell looked to Wheatley and jerked her head in the direction they were going. Wheatley sprung up and approached her with his arms outstretched.

"Let me take him," he said firmly. After some hesitation, Chell held out Space. With surprising gentleness, Wheatley took the smaller core from her and held him the way Chell had held him. Space took to Wheatley with the same serenity.

Wheatley looked to her. "Onwards, then?"

Chell touched his arm and tugged him in the direction they were meant to go.

Over the course of the day, Wheatley seemed to calm down; his anger dissolved into sheepishness. He hadn't been able to fix Space, as he said he could. He had finally realized that the problem was internal, something that would require taking Space apart, something beyond his control. He avoided her eyes and rarely responded when she tried to get his attention.

Meanwhile, something was approaching on the horizon.

Something unfamiliar was lying in the wheat fields. It was large and unfamiliar, and it hadn't been there during Chell's initial trip back to Aperture Science. She had been religiously following the path of her old campsites, and they appeared to be leading right to this Thing. She didn't remember it being there before, but it was blocking their path now. A thin curl of black smoke came up from its front, which was partially buried in the ground.

As they moved closer, the Thing began to take shape. It was long and smooth; there were no hard edges on it, save for long, flat appendages that stretched out across the wheat fields. It was charred over.

Chell stopped some ways back from it and stared. Wheatley stopped next to her, cradling a (still babbling) Space.

She extended a hand and pointed to the very large Aperture logo on its side.

"What d'you think that is?" Wheatley asked her.

She shook her head slowly, mouth open. Her eyes trailed over the Thing. Something in her memory stirred. It looked something like…

Wheatley turned around and let Space have a look from over his shoulder.

Without warning, Space scrambled over Wheatley's shoulders and jumped off of them. Wheatley shouted and tumbled to the ground; Space hit the ground feet first and began running towards the Thing.

Space let out a long, drawling scream: "Space ship!"


	6. Chapter 6

The outside of the ship was still warm to the touch. Space was banging a tiny fist on a loose portion of the hull, trying and failing to get it open.

Chell and Wheatley exchanged a glance, then ran to him.

The damage done to the outside of the ship was even more striking up close. Tiles had flaked off of the ship upon its re-entry and were scattered in a wide circle around its body; Chell gingerly dodged them, trying her hardest not to cut her feet open on the hard edges. Wheatley didn't exercise the same caution and stomped all over them, sending shards flying. In less than a minute, Chell learned to stay away from him so as not to get injured.

Space continued to work at the looser portion of the hull with all his strength. He was made of some inexhaustible energy and refused to give up, even when the hull didn't yield to his trying to rip it apart and dent it. Its slight giving after a few minutes just gave him new hope, and he continued to attack the hull.

Once Chell caught up to him, she saw that Space was not tearing at the hull at all, but a side door, possibly one that would lead to an airlock (the letters on the door, though large and in blaring capitals, were faded and unreadable).

"Airlock," Space said. "Have to get in. Go to space. Time for space. Let me in! Space."

Chell pushed Space aside and pulled at the door.

With a heavy and angry screech, it gave, knocking Chell backwards into Wheatley, who had caught up to her and was standing right behind her.

Space ran into the ship. He could be heard banging around and shouting inside.

Chell lay on top of Wheatley, her back to him, somewhat dazed. Wheatley wasn't speaking; Chell could see his hands frozen in midair above her, the tips of his fingers twitching.

"Lady…" Wheatley muttered, and let out a high-pitched, weak laugh.

She slid off him and pushed herself up. She looked down at him.

He was lying on the ground, still in the same stunned position she had knocked him into. He was staring up at her with wide eyes.

She raised her eyebrows.

"You scared me," he said, and smiled. "Right out of my skin, might I add! Figuratively speaking. This is not skin." He pointed to one of his pale hands. "Looks like it, doesn't it?"

She reached out a hand to help him up. He blinked at it for a few seconds before grabbing it. She helped him up and steadied him.

"Thanks." He hesitated. "You really didn't have to. Could have done it myself."

She shook her head and waved her hand.

"I mean…" He ran a hand through his synthetic blond hair. "You were right. Maybe something's really wrong with him. I couldn't fix him."

There was a thump from inside the space ship. Chell held out a hand and silenced Wheatley.

They couldn't hear Space's voice anymore.

They exchanged glances.

Chell crept forward into the space ship. Wheatley followed.

The inside was just as black and ruined as the outside. There was a stink of metal and burned plastic and smoke, and something else sweet and heavy that she couldn't put her finger on. It was dark, and broken glass was underfoot. Chell tiptoed through the wreckage, pushing past sparking computers and torn storage bags.

"I remember this," Wheatley said from behind her. "The Aperture Science Space Initiative Project. Put a couple of scientists out in deep space in this space ship here. This was run half by robots and half by humans. I barely remember the engineers talking about it. It was a long time ago."

Aperture logo stickers were everywhere, peeling and burnt.

If there had been living scientists in here, then that sweet and heavy smell…

Chell pulled open a steel door and gagged, covering her nose and mouth.

The smell of burnt flesh and death was strong in the cockpit. The view window was partially obscured by wheat and dirt, but a streak of blue sky was still visible through the very top. Sunlight crept in. Lights blinked on and off, and warning messages were burned into the computer screens on the ceiling and walls.

One skeleton, his space suit torn and beaten, was sitting in the seat on the left, still buckled in. The other had been unbuckled and carelessly tossed to the ground. His gaping sockets watched Chell and Wheatley. The back to his chair had been completely torn off, and was lying in the far corner of the room next to some smashed equipment. The walls of the room were torched black, and the occasional spark illuminated some dark piece of equipment that the sunlight couldn't reach.

In the seat where the other astronaut should have been was Space.

"Going to space! Thrusters down. Launch soon." He was going to town on the dials and knobs, pulling levers and jumping up and down in his seat. "T-minus two minutes. Yes! Finally. Going to space. Leaving everything behind. For space. Nebulas. Stars. Planets. Solar systems. Space!"

Chell heard Wheatley sigh.

"We're not going to space," he started, but Chell reached back and pressed a hand against his chest. He stuttered into silence.

Space couldn't recognize that the ship was dead, that he was going absolutely nowhere. He was completely lost in a fantasy; now that he had the equipment to fulfill it, there would be no pulling him out. If she wanted to bring him with them, she would have to drag him out kicking and screaming.

She walked over to him and leaned over so that she could get a good look at his face.

Space was in heaven. A wide grin was on his face, one not unlike the one that had appeared when she had brought Wheatley back to life. Now that she thought of it, he had been wearing the same smile when she had first launched him into space. That moment seemed like ages ago, but if she perused her memory and put Wheatley's screaming terror at that moment out of her mind, she could remember: he had been so perfectly happy.

Watching him now, she could see it. He wasn't crying or nervous or exhausted, as he had been out in the fields. He was lost in his mind, and so content that she didn't want to pull him out of it.

"Lady," Wheatley said from the doorway. She turned to him. He examined her and Space, his body uncomfortably stiff and hunched over in the narrow door frame. His voice held a note of uneasiness. "I'm not sure it's best to get close to him."

"T-minus one minute," said Space, and laughed.

Wheatley shifted and brought himself into the cockpit. He drew himself up to his full height. "Just pick him up. We can leave. Come on, now."

Chell looked back to Space and bit her lip. She reached out and ran a hand through the shock of auburn hair on Space's head.

"Grab him!" Wheatley pled. "He's gone off his rocker."

Chell moved her hand down Space's neck and pinched his jumpsuit's zipper.

With one hand on Space's shoulder to steady him, she tugged it down his back. It grazed the tops of the wires jutting out of his synthetic skin. This time, Space had no reaction to her unzipping his jumpsuit.

"What are you doing?" Wheatley asked.

Chell unzipped until the zipper was about halfway down Space's back. She pushed wires apart and read labels until she found what she was looking for.

She looked up at Space.

He was beaming at the stretch of blue sky at the top of the viewing window. "Going to space," he whispered to himself.

So happy.

She wrapped her fingers around the SLEEP wire and pulled.

It was sinfully easy: the wire slid out of its slot with a _click_. She looked up to find Space frozen, staring blankly forward. The smile fell from his face.

Then his eyes rolled into the back of his head, his eyes fluttered shut, and he tumbled backwards.

His head hit the floor with a thick, hard _clunk_. His spine was curved over the seat of his backless chair. His arms dropped to his sides. His mouth gaped. He was unmistakably put to rest. He was fixed.

Chell let go of the SLEEP wire and sniffed, trying her hardest not to let tears escape from her eyes. It was a weird feeling, having this robot dead in front of her. Killing GLaDOS was one thing, launching bombs at a corrupted Wheatley was another, but something about putting Space to sleep had been unmistakably personal. She had unplugged him. It had been so easy.

She took a shuddering breath.

"Man alive," whispered Wheatley from the doorway. "What have you done?"

She tore her eyes away from the dead core in front of her and focused on him. He had one hand on the doorframe to steady himself, his other hand held in front of him, the fingers curled as if grasping something in the thin air. He was not looking at her, but at Space's body.

"Dead?" Wheatley asked, and his voice broke.

Chell shakily held up her hands to her ear, pressed the palms together, and leaned her head into them.

Asleep.


	7. Chapter 7

_This chapter should clear up some things for the readers who were confused over the last chapter. Also, I know you guys wanted longer chapters...sorry that this one isn't too much longer than the last few chapters! I'll keep working on it._

* * *

><p>It was the most fitting grave that she had seen for him. She had no idea if plugging the SLEEP wire back in would return him to his old self, or whether he would suffer permanent memory loss, or whether he would even wake up at all. He had been so damaged; it was hard to predict what would happen.<p>

Chell pressed the heels of her hands against her eyes, trying to stop the tears that were now beginning to trickle down her face. She had to think.

It was easiest to just leave him there, to not touch him, but he looked so profoundly _inhuman_, sprawled out on that chair; his limbs were going ways they weren't meant to go. She wanted to move him, but the thought of having to pick him up kept her where she was.

She heard Wheatley walk towards her.

Then she felt his hands on her wrists. He gently pulled her hands away so that he could see her.

Wheatley's face was strangely determined. It was hard to take Wheatley seriously when his features were set like that: he looked like a child, not a man. But his eyes were focused on hers, and she wasn't feeling well, so she let him speak to her.

"This is actually a great turn of events," he said, holding her wrists tightly. "We can actually focus on fixing him now. He's not going to struggle when we try. This is going to be easy." He gave her a frightened smile. "Alright? No need for the tears, love."

Chell stared at him and shook her head slowly.

"What do you mean, no?" Wheatley's smile disappeared. He let Chell pull her wrists out of his grip. His eyes were wide with disappointment. "Don't you want to see him fixed?"

She turned and looked at Space. Though the smaller core's mouth was gaping open, his eyes were still and peaceful underneath his closed lids.

It took a lot of strength, but after a few minutes of tense silence, Chell shook her head no.

Wheatley's voice held a note of frustration in it. "So you just want to leave him? Out here, where the birds can get him?" The frustration began to turn into a simmering anger. "This ship might explode or something. He might get burned to death. He could die!"

Suddenly Wheatley pushed past her to get to Space's body. Before Chell could stop him, he picked Space up and held him to his chest. Space's body, limp as a ragdoll, sagged in his arms, and his head lolled on Wheatley's shoulder, but Wheatley held him up as gracefully as he could.

He growled, "I can't let you leave him here, Lady. I don't know how much you know about robots, but I, being one, know more than you. And I say that I can still fix him!"

This was Space's resting place, Chell thought to herself. He had been happy here. It would be cruel to let Wheatley take him away.

An anger rose in her to match Wheatley's.

She imagined Space waking up, terrified out of his mind, wondering where on Earth he was. Assuming he didn't have memory damage, he could escape and try to go back to the ship. He could get lost: he wasn't the most focused core. He could get stuck in the wheat fields and never return.

He could wake up and not recognize Chell and Wheatley: he would only know that he was in a strange place (not Aperture) with strange people. It was questionable that Space would even remember what a human was.

The more she thought about what could happen, the more nightmarish the idea of waking up Space became. There was only a slim chance of Space turning back to normal: she didn't know enough about computers to fix the strange internal damage in his brain, and she didn't fully trust Wheatley to fix him. She didn't know, maybe Wheatley was excellent at fixing cores, but when she had met him, she had assumed Wheatley knew how Aperture, as one enormous organism, worked, and she had been wrong.

Chell backed up into the doorway and stayed there, fixing her gaze steadily on Wheatley.

Wheatley chuckled, but a flash of uncertainty appeared in his eyes. "You're not going to let me?"

Chell shook her head.

There were so many pieces of jagged metal sticking out of the walls. If she angled herself correctly…

Wheatley's grip on Space's body tightened. "Remember what I said to you the other day?" he said. "You're _brain-damaged_. I'll admit, the unplugging was a great move. Very smart. Couldn't have done better myself."

He stepped over the astronaut's skeleton in front of him and squared off a few feet from her. His eyes narrowed. "But you don't know what's best for him."

Chell moved quickly.

She shot out a hand to her right and grabbed a hold of one particularly sharp piece of the wall that was peeling off from the frame of the ship. It was still hot to the touch, and left her palm covered in a strange, black residue. She yanked, and the metal came off with a screech.

She turned to Wheatley and raised the shard of metal over her head, a warning in her eyes.

Perhaps if Wheatley had been connected to the chassis, he would have laughed and swatted the metal out of her hand.

But this was a Wheatley with no memory of the power he had had over Aperture. As she had predicted, he recoiled from her. One of his hands moved to cover the back of Space's head.

His eyes were wide, and when he next spoke, his voice was high-pitched with fear. "Now let's not…let's not get violent, now, no need!"

It was not Wheatley she wanted.

Chell raised the shard of metal higher. Wheatley cringed and gripped Space tighter.

"No, no, no!"

She knew him. She knew that, if it came down to it, he would preserve himself over Space. This was obscene, fighting over Space's body, but she had to try. If this worked, Space would get to be put to rest in the place where he deserved to be placed: in this ship.

She took slow steps towards Wheatley. He moved backwards, tripping slightly over the astronaut skeleton. "Let's make a compromise!" he said. "I get to fix this core, and you don't kill me! It's brilliant! If I were you, I wouldn't pass up such a great offer…"

Chell stopped a few feet from him and lowered the metal.

"That's it, love!" he squeaked. "I see you're taking my deal. Expert deal, if I may say so."

Chell reached out her free hand and pointed to Space.

Wheatley's eyes moved to the metal in her hand. "You're not hurting him," he said warily.

She shook her head. That wasn't a lie: she wasn't going to hurt Space.

She hoped.

Wheatley looked back to her and narrowed his eyes. "Put the metal down, if you're not going to hurt him, then."

She crouched down to the floor and dropped the metal before rising back up.

He nodded slowly. "Good, that's it."

She held out her hands.

Wheatley put Space in her arms. Chell cradled him against her chest. Neither of them had zipped his jumpsuit back up; the SLEEP wire dangled, alone, from the mess of cords on Space's back.

"Alright, now don't do a-"

She placed a few toes on the flatter part of her metal shard and slid it behind her, out of Wheatley's reach.

Wheatley didn't move until it was too late. Chell quickly but carefully crouched down, Space still in her arms, and picked up the shard again. When he lunged forward to grab Space, she brandished the shard again, making him retreat from her and fall to the ground.

"Don't hurt me!" he shouted, then: "Don't hurt him!"

She brought the metal to Space's spine and pressed it against the base of the SLEEP wire. Then, using a great amount of pressure, she sliced it off.

A shock ran through her arm, causing her to drop Space to the ground. His body gave a jolt as it hit the floor, then settled again, completely lifeless. She fell back and dropped the metal.

Chell had gotten hurt, but she had achieved her goal: now Space wouldn't wake up, even if Wheatley wanted him to.

Wheatley stared at Space's exposed back for a few tense minutes. The SLEEP wire was between them, lying on the ground, looking pathetic now that it didn't have a purpose.

He looked at her. His face held disgust, fear, anger…a strange mix of things she had never seen on him before.

"Monster," he whispered.

Chell bit her lip, not taking her eyes off him.

Slowly, as if in pain, he crawled forward, over the astronaut's skeleton (which crumbled under the weight of his hands and body) and towards Space. He paused before the body. He reached out and brushed his trembling fingers along the exposed skin of Space's back.

Then he zipped up Space's jumpsuit and flipped him over. Space's face had not changed; there was no indication that he had felt any pain when Chell had cut off the SLEEP wire. Wheatley picked him up and walked past where Chell was without looking at her.

* * *

><p>The sun was beginning to set. The sky turned into a watercolor of blues, pinks, and oranges; the sun itself glowed yellow on the horizon.<p>

By the time she had recovered and caught up with Wheatley, he had already laid Space down in the wheat and started a makeshift grave. He hadn't been able to get much of a hole out of kicking the dirt with the heel of his boot, but he stubbornly worked until a Space-sized patch had been worked out of the wheat. He then placed Space gingerly on the patch and sprinkled some of the dirt on top of the body. As an afterthought, he plucked some of the surrounding wheat stalks and threw those on top of Space's body to better conceal it.

He rose up and stared at his handiwork. Chell stood in the airlock of the space ship, hesitant to approach him. He clearly knew she was there.

Wheatley's fists tightened at his sides, and he looked out in the direction they had come from.

"I'm going back," he said, his voice quiet but firm.

She walked out into the wheat fields, but before she could move very far, he turned and walked up to her, stopping some ways away.

"I want nothing to do with you," he said. Chell could see artificial tears forming in his eyes. "You don't listen to me, and you kill robots. I wasn't kidding when I said that you were a monster. You've gone on about how I did something to you at some point, but now…"

He pointed a shaking finger towards her. "Maybe you'll do the same thing to me. Shut me down so you won't have to deal with me. Was that it? Did you get sick of him?"

He now pointed towards where Space's body lay.

"I'm not sticking around to see what you'll do," he spat. "I've had it. You're an awful woman. Anyone's better than you. Even _She_ is better than you."

With that, he turned and headed off in the general direction of Aperture Science.

Chell watched him go in shock. Even though he had been angry with her for harming Space, it was her ability to kill robots that had shaken him more. Aperture, from the looks of it, had never programmed an "off" button for its cores, so the sight of a dead core was new to him. He hadn't known what the SLEEP wire did; seeing Space collapse had been terrifying.

He wasn't so much angry with her as scared of her.

She had half a mind to run after him. She wished, more than ever, that she could speak. She wanted to catch up to him, to explain what was going on…

She had, in the end, gotten what she had wanted. Space was dead, and Wheatley was leaving.

She was alone.


	8. Chapter 8

Going home again felt strange.

Past the wheat fields was a small ghost town. Save for the odd destroyed building, the town itself was eerily intact. The houses were neatly painted in a variety of yellows, whites, and creams. Red paint gently peeled from the edges of doors. Flowers wilted in their pots on the wooden doorsteps. The wheat stalks crept onto the tarmac; the fields blended effortlessly into the street.

Then there was the trash.

It filled the streets, tumbling about in the air. It wasn't uncommon for the odd plastic bag or milk carton to hit Chell while she scavenged about for food. It wasn't as if it was hard to find (it was an issue of finding whatever food _hadn't_ gone bad), but Chell liked the thrill of scavenging. It felt nice to be able to survive, rather than coast.

When she returned from the fields, she immediately set out to finding a meal: living on wheat and water for days hadn't been nourishing.

But part of her also wanted to forget.

The fastest way to distract herself was to hunt. The odd animal came through the town, and she found it more satisfying to kill and eat than to search for unspoiled meat. The idea of running was more appealing than moping.

The rabbit that decided to creep into her doorway made a quick and easy supper. She roasted it over the fireplace in her home (a small house on the edge of town), and ate it outside under the starlight.

The night air was chilly. In the distance, illuminated by starlight and a waning moon, was the space ship.

* * *

><p>Days passed. Her home seemed emptier than usual.<p>

The ship stopped smoking after the third day. On the fourth day, it rained, and she was forced to bring the Companion Cube in.

She wondered by her fireplace whether the Cube had a SLEEP option, too. She could hear it in the middle of the night, cooing and whispering to itself. Maybe that was just her imagination; the neurotoxin exposure could have done something to her. Then again, Aperture had always managed to surprise her, and in the quiet of her house, she conceded that the Cube could be alive.

A week later, Chell was outside on her front step, watching the sunset. The Companion Cube was safely tucked away inside the house.

The sky had been clear for the past few days. The air was getting cooler; she hadn't thought through how she'd survive a potentially snowy winter. The animals would go away. She'd have to figure out how to stock up food.

She turned her attention to the wheat fields and immediately stood.

Someone was coming towards her. The person could be anyone; she wasn't sure if they would help her or try to kill her.

She didn't have her pocket knife with her, and for that, she cursed herself. She couldn't go back in the house and get it; the person in the fields had spotted her already.

She walked out into the street, her hands balled into fists, and waited.

The man in the fields stumbled and tripped several times on his way to her. In the golden light, his shadow stretched; the closer he got, the closer his shadow got to hers, until the two intermingled and he stepped out onto the dusty tarmac.

He stood in front of her, panting and disheveled.

"I couldn't find it," Wheatley said.

* * *

><p>Wheatley stuck to the edges of the living room, his back to the wall as Chell tended the fire. He watched her warily. He didn't speak until she had curled up on the couch with a plate of food.<p>

She looked up and gestured for him to join her.

"What's that in your hand, there?" He gestured towards the knife in her hand. "I don't like that. Put it down."

Chell raised an eyebrow at him, then shook her head. She continued to eat.

He pressed himself against the wall and inched into the furthest corner of the room, near the stairs. Chell ate in silence, not acknowledging him.

"What are you going to do with that knife?" he asked her.

Chell looked up at him, lazily chewing a mouthful of food. She stabbed the piece of rabbit she had been eating with her fork, then cut it slowly with the knife. She then raised the piece of rabbit up so that Wheatley could see it, swallowed, and put the piece of rabbit into her mouth.

Wheatley relaxed. "That's just for eating, then?"

She nodded.

After she finished her meal, she brought her dishes to the sink, where she used her supply of rain water to rinse them off. Wheatley followed her into the kitchen and stood some distance behind her.

She finished washing her dishes and turned around to face Wheatley.

He wasn't looking at her, but was instead eyeing something near her. "What's that?" he asked.

Chell narrowed her eyes at him in confusion before following his gaze. Wheatley was staring at the Companion Cube sitting in the corner of the room.

"How did you get that?" Wheatley asked. He looked at her suspiciously. "I don't remember you bringing that with you when we left the facility. Where did that come from?"

She could have lied. She could have told him that she had, in fact, smuggled it out with him and Space, and Wheatley hadn't been perceptive enough to notice. She could have told him that this was an Aperture Town Initiative or something else stupid and complex-sounding, and Companion Cubes helped make the houses feel inhabited. There were cameras around the house, disguised as televisions and pillows and other commonplace objects. He would have believed her, bless him.

But if Wheatley had been perceptive enough to remember the space ship, he could have been perceptive enough to know that there was no Aperture Town Initiative. That, and he had been pressed up against her in the elevator; there was no way she could have fit a Companion Cube in there without him noticing.

She walked over to it and brushed her fingers against it. It whispered, unintelligibly and quietly, in response. She looked up at Wheatley.

This was going to be difficult.

She sat on top of it and pointed to him. He pointed to himself in response. "Me? I didn't bring this out here. Accusing me of lying, are you?"

She shook her head, then pointed back and forth rapidly between herself and him.

"Us?" He furrowed his brows. "I don't get what you're saying."

She threw up her hands and moved into the living room. There was a desk in the corner, one that had some crumbling paper and a few pencils. She took a sheet and began to scribble on it. Wheatley followed her, still keeping his distance; he sat down on the couch and waited for her to finish.

She walked over to him and thrust the paper towards him. He cringed, but eventually straightened out and leaned forward to read.

_Do you remember when you said sorry?_

Wheatley stared blankly at the sheet of paper for a few minutes. Then the light of recognition spread across his face. "Yes, I do!"

She walked back to the desk and scribbled out more.

_I left the facility before we left. _Then, in parentheses below it: _If that makes sense to you._

"I don't follow."

_You have brain damage, Wheatley. Your memory is gone._

He snatched the paper from her and crumpled it up. "I'm not brain-damaged," he snapped at her, throwing the paper onto the ground, "and I remember everything just fine!"

Chell moved down to pick it up, but he grabbed her wrist and pulled her up, forcing her to look at him. She tried to move away; he held fast.

"How did you get that Cube?" he asked her, voice breaking somewhat. He pointed towards the kitchen, where the Cube still sat. "You couldn't have left the facility before me. How did you get out?"

With some struggle, she managed to break free of his hold. She ran back to the desk and hastily snatched up a new piece of paper.

_You don't remember this, but I left before you. It's a long story. Please believe me._

Wheatley stared at her writing before glaring at her. "Do you think I'm dense, Lady?"

She wanted to write, _Yes, because you're not listening to me and you have to_, but instead, she bit her lip and wrote:

_No, I don't. Please listen._

He settled on the couch, still glaring at her. "I'm not dense," he muttered, more to himself than to her.

_I knew you a while ago. Something happened-_ she crossed that out, and wrote instead:_ a lot of things happened, and you got damaged. I left and then came back to see someone._

"Who?"

_I don't want to say._

She shifted from foot to foot, watching him. He was looking down at his boots, playing with his hands in his lap.

She went back to the desk and wrote:

_But when I left, I brought the Companion Cube with me_. _He's a friend._

"I can't read that word there," he said, squinting and pointing to "Companion." She pointed towards the kitchen, and he nodded.

Wheatley's annoyance changed to confusion. "How do you know me?"

_You woke me up._

"I know I did, love, just…when?"

_A long time ago. I can't remember._

Wheatley asked, "How long have we known each other?"

_Since you woke me up._

"What did we do?"

_Try and escape. We woke her up_. She didn't have to indicate who "her" was, and she was reluctant to tell him that he had woken GLaDOS up without her help.

Wheatley hesitated. "What did I do to you?"

Chell went back and positioned the pencil over paper, but found that the words weren't coming. She couldn't describe what he had done to her elegantly. It wasn't as if he would believe her, anyway: he still believed she was an insane robot murderer. Why would he believe her accusations of the tests he had put her through, the "Itch," the smashing her into the lift, the trying to kill her…

She was lucky that she wasn't dealing with the same Wheatley. As far as she knew, there was no way he could have power over her now.

He was back to his old self, but he didn't trust her.

She looked to him and shook her head.

She had expected Wheatley to fight, to beg her to tell her what had happened. Maybe he would have started fighting with her, calling her a liar; he could have believed that this was just a way to make him feel bad and make him vulnerable so that she could kill him in the night.

Wheatley bowed his head and looked down at his boots again. He was quiet.

"Do you want me to leave you?" he asked.

Not what she had expected.

She walked over to him, getting his attention again. She shook her head slowly.

"I wouldn't want to do that," he said to her, "try and stay with the crazy bloke who did something awful to you. I don't understand humans sometimes. Why do you want me here?"

She gestured around the empty house. Truth be told, she had been getting lonely, and he was willing to at least know what he did. He seemed to be warming back up to her, too. There was hope. Just a little, but it was there. They could get along again.

He blinked at her, then spoke again; his voice had an edge to it this time. "You're not going to kill me, are you?"

She shook her head.

This was going to take some work, but maybe he could stay with her.


	9. Chapter 9

Something was cooking.

Chell took a deep breath and smiled. In her half-asleep state, she thought she was a child again, with a smiling mother with a wonderful singing voice and a charismatic father with a booming laugh. She had a voice again, she could ask for more food if she wanted, she could giggle at her father's jokes, she could tell her parents she loved them. It was warm, and she was safe.

Then something heavy fell downstairs.

Chell sat upright in bed, listening carefully.

Wheatley's distant voice made its way to her. He sounded worried, but he was talking so quietly that she couldn't hear exactly what he was saying.

She put her feet on the wooden floor. There was a heavy smell of dust in her bedroom, and the floorboards were rough under her feet. Chell dressed, cleaned herself up in the nearby bathroom, and crept downstairs.

Wheatley was hunched over the stove, muttering to himself. The Companion Cube was in the corner watching him; Chell could hear the sound of faint giggling underneath Wheatley's fussing with pots and pans and utensils.

Silent on bare feet, she walked up to him and tapped him on the shoulder.

Wheatley screamed and dropped the frying pan he had been holding; it hit the stove with a clatter. The runny eggs cooking in the pan hissed.

She stood next to him and peered at his work. He laughed nervously and tried to body-block her from seeing what he was cooking. "I was just…"

Chell took his shoulder and spun him around again so that he could look at her. She pointed to the eggs, then him, before angling her index finger towards her open mouth with a questioning expression.

He shook his head quickly. His hands left the pan's handle; he held them up in a surrendering gesture. "No, I don't…I won't eat them, if that's what you're asking! I don't eat. Humans eat. Not me." He laughed again and turned to the eggs, his expression turning guilty. "I, uh…I wanted to make you breakfast. You know. Be a little less useless." His expression brightened again as he looked back to her. "So you won't kill me, yeah?"

Chell rolled her eyes, but she was ultimately more concerned about where he had gotten the eggs. She fetched a piece of paper from the living room desk while Wheatley continued to worry over her breakfast.

He read her written question and shook a finger in her face. "That's Wheatley's little secret, love! You won't be knowing how I got these." A cat-like grin spread across his face. "Now I know something you don't."

_I can pretend to be surprised about breakfast, if you want._ Now it was Chell's turn to smirk.

Wheatley sniffed at her comment, but she knew she had hurt him. He brought the eggs off the stove (they were still somewhat runny, Chell noticed, but they were cooked) and painstakingly slid them onto a nearby plate.

"Here," he said to her, handing her the plate and a fork. "Dig in. Wouldn't want you to waste away, now."

Some part of her wanted to fake surprise, but she decided that would be driving the thorn in too far. Besides, she thought to herself as she curled up on the couch with her breakfast, he hadn't_ had_ to make a meal for her. That had been his decision. Maybe he was doing it only to save his own skin, but it was still pretty…

…sweet.

She dug into the eggs. For a robot that was engineered to be an idiot, he could definitely cook. Maybe they had taught him something at the Relaxation Center after all.

Wheatley hung around by the doorway to the kitchen, watching her eat. His hands were folded in front of him, but they were restless. "How are the eggs?"

Chell looked up at him and nodded enthusiastically.

He relaxed. "Oh, that's good. Then you won't want to kill me?"

Chell stopped chewing. She set her plate down on the far end of the couch and moved to get the piece of paper she had been writing on earlier, which she had placed on a side table. She sat back down.

_I don't want to kill you,_ she wrote. _Is this hard for you to understand_?_ I told you I wouldn't._

"I don't know why I'm here!" Wheatley shouted. He had moved over by the couch to read what she had written, and was currently kneeling in front of her.

_You're here because you came back!_ Chell wrote. When Wheatley looked to her, she spread her hands out in front of her.

"I don't want to be here!" he said. "You're keeping me here for some reason- not sure what that reason is because you won't tell me- presumably something to do with the house. I can't think of anything else besides 'Oh, she probably wants to kill me off.' I got lost and now I'm stuck here with a murderer!"

He hadn't understood her wordless explanation last night; he had simply let it go. Chell sat back on the couch and stared at him. Wheatley's synthetic skin was glowing a faint pink.

"So I thought to myself, Hang on, if I cook for her, and do all these little things," he continued, "maybe I'll be too useful, and she won't do it! But I'll defend myself if you do! I'll put up a fight! You'll see."

_Wheatley,_ she wrote, _You're being very brave._

The sentence knocked Wheatley into a stunned silence. He stared at the paper, then stared at her. His eyes were wide, and the faint pink flush in his face deepened.

"What are you getting at?"

_When we escaped, you were kind of scared of me._

"I wasn't," he said, but the flush deepened further. The tips of his ears turned the same shade of red as his cheeks.

_Well, you seemed scared. And now look at you._

He looked at her sideways.

_You're telling me off._

"You are absolutely right I am, Lady!" He puffed himself up. "Little Wheatley, scaring off a human. You can't take me down!"

She smiled.

Then she leaned forward and reached out towards him. Wheatley went absolutely still, staring up at her hand.

She lowered her hand onto his blond hair. Being as gentle as she could, she ran her fingers through his hair and ruffled it before resting her hand on the crown of his head.

Wheatley stared up at her arm for several tense minutes. His mouth was hanging open, and his fingers were twitching nervously where his hands rested on his thighs. Eventually, the tension in his shoulders released, and his upper body went limp.

She pulled her hand away and wrote on her paper, _Thanks for the eggs._

"Y-you're welcome," Wheatley choked out, still staring up at the place her arm had previously occupied.

She went out to check on her rainwater buckets and explore some of the houses near the middle of the city. Chell managed to bring back a lot of food, and returned to her house in the late afternoon, only to find Wheatley engaged in a staring contest with the Companion Cube on the porch.

Chell walked into the house and deposited her findings on the kitchen counter before coming outside. She leaned on top of the cube and made eye contact with him.

"Oh, hello," Wheatley said to her. He blinked several times before shaking himself out of whatever stupor he had been in. "Could you just…move the Cube back to the kitchen for me?"

Chell raised an eyebrow and tilted her head.

"We need to be…_alone_."

To anyone who hadn't had any interaction with Aperture Science, this statement would have been nonsensical. But Chell knew just as much as Wheatley that the Cube was sentient, that it couldn't move but it could hear and speak.

She obeyed him and brought the Cube back to its spot in the kitchen. It said nothing as she set it down and moved into the living room, getting her paper from that morning and a pencil.

Chell closed the front door behind her and sat down on the porch with Wheatley. She jabbed a thumb towards the kitchen window.

He leaned towards her. "That Cube is bad news, love," he whispered. "I don't know what it wants, but it's…it's told me a lot about you."

Chell shifted back and forth uneasily before putting pencil to paper.

_How much?_

"Just that you've been alone," he said. "That you sometimes just sit with it. Or go to sleep with it in the room."

_Why is this important?_

"Never mind that," he said to her. He looked away and clasped his hands tightly together in his lap. "I want to know why it came out and told me this. Not to mention…you can't get signals from Companion Cubes. It's like how that damaged core was. You can't communicate with it. It talks to you, but you can't talk to _it._ They're weird, Lady."

_Come out? The cube can't move. _She put the piece of paper in front of his nose so he would turn his attention back to her.

"Well, I brought it out because it was _whispering_ to me." He looked up at her. "It was giggling, and calling me nasty things. So I said, Alright, mate, what's the problem? And it called me-"

Before Wheatley could finish his story, Chell was already writing.

_A moron?_

Wheatley read what she wrote. He looked up at her blankly. "How do you know that?" His voice was low.

_Isn't that what she calls you? _She underlined "she."

"I don't remember that." He crossed his arms and curled in on himself, looking away again. "No one calls me 'moron.' I'm not a moron." He jumped up. "I cooked for you! I can do loads of things!"

Chell reached up and took his shoulder, pushing him back to the porch. He didn't reach up and brush her hand away, but instead let her keep it there.

"Maybe I'm stupid for trusting you, but…" He looked back at her, his expression pleading. "You have to get rid of it. I don't like it. If there's anyone I don't trust here, it's that Cube." His expression hardened. "Especially any cube that calls me a moron."

That Cube had been her friend since she had returned. It had been generous enough of GLaDOS to give her "someone" to be with after Aperture; in a way, since the computer was dead, it was a memento. She had sat with that Cube night after night, first in the wheat fields, then in the house. She had missed it while she had been with Wheatley and Space, and even though she wished she knew what it was saying, she didn't want to just ditch it because Wheatley was here.

Then again, as annoying as he was, after everything he had done for her, even though he distrusted her, Wheatley was a friend, too. She could hold conversations with him. He seemed willing enough to help her out.

And right now he was looking at her with fear, eyes darting nervously from her to the door and back, as if the Cube would escape the kitchen and murder him. She knew how sensitive he was to being called stupid and, judging by his behavior towards her earlier, being called "useless" had the same effect on him.

_This is asking a lot, _she wrote after a while. She fixed her eyes on his.

"Please?"

He wasn't useless, she thought. He was trying. At one point, he had even been her friend. He was more afraid of her judgement than anything else; he thought she could inflict more harm on him than he could ever inflict on her.

She doubted the Cube could come out onto the porch of its own volition, but she would humor him.

_Alright_, she wrote.


	10. Chapter 10

Chell considered her findings. There was fresh meat, there was some pasta, cheese that hadn't spoiled, and other odds and ends. She had no cookbooks.

The Cube was sitting in the corner, dead quiet. She knew it was watching her. The walls from outside were thin. Wheatley was on the porch, thinking over a small, brightly colored cube she had brought him as a gift; she could hear him talking to himself. The Cube could have heard their earlier conversation.

She considered the Cube.

She set water on the stove to boil. If she wanted to, she could just move the Cube upstairs. Wheatley, from her brief experience, tended to stay downstairs anyway. He would never know. But if he ever discovered that she had lied to him, he would never forgive her.

Why _was_ she keeping him here? He was simple-minded, he was demanding, he had tried to kill her once, and he didn't fully trust her.

She had been lonely when she set out for Aperture, and the Cube was ultimately not the best company. The Cube could only laugh; Wheatley claimed it had spoken to him, but Chell had never heard it form a coherent sentence. Nothing could really compare to talking to Wheatley.

She leaned back against the opposite wall while the pasta cooked. She closed her eyes and sighed. Chell was sure the Cube was paying special attention to her now.

Before he had gained access to the chassis, before she had made a mistake that had sent her and GLaDOS to Hell, Wheatley had been good to her. It had been a relief to have someone talking to her that wasn't a supercomputer or a recording. He didn't do much to help her escape (aside from using his flashlight), but whether he had realized it or not, he had been a comforting presence and a real friend. For a short time, he had even been a real teammate.

Chell smiled.

It had been good to see a human face, too. GLaDOS had been a mess of wires and plastic. Meanwhile, Wheatley was bright blue eyes; an easy smile; pale skin; messy blond hair that felt smooth and _real_ under her fingers; an able body; nimble, expressive hands…he was human, and he was pleasant on the eyes.

He had called her beautiful in the wheat fields. No one had called her "beautiful" since she had been a child.

She chided herself for being vain. She knew she was good looking: the occasional misplaced portal and reflective surface told her that. She had single-handedly escaped Aperture Science. She had survived on her own out here. She didn't need validation.

Still, after so many insults from GLaDOS (and, later, from a power-drunk Wheatley), it felt nice.

Chell opened her eyes and moved back to the pot; in her peripheral vision sat the Cube, silent and somehow harsh in its inactivity. She had to pay Wheatley back for what he had done for her in the fields. He wasn't trying to hurt her now. He trusted her to do this for him and keep him around, and it was only logical that she should trust his judgment in return.

And deep down, she didn't want him to believe he was an idiot.

She turned the heat off on the stove and examined the Cube. It remained quiet.

She put the rest of the food away and took the pasta pot off the stove, putting it far up on the counter so Wheatley wouldn't knock it over and damage himself. Chell moved slowly toward the Cube, hands out.

The Cube was silent as she approached.

When she put her hands on it, however, it let out a loud, clear hiss.

Chell drew her hands away and jumped back, heart pounding in her chest. The Cube had never been so loud before.

"Do you love him?" the Cube asked her.

Chell's eyes widened, and she stared at the Cube.

"Do you love him?" the Cube asked again. Its voice was childlike and feminine, but there was a clear undercurrent of malice in its calm, cheery tone.

Chell tilted her head and narrowed her eyes. She nodded slowly. She wasn't entirely sure if her response was true, but the last thing she wanted to do was give the Cube false information it could then pass on to Wheatley.

"Why don't you love me?" the Cube cooed. A faint pink light was glowing within it. "Why don't you love me?"

She had faced the turrets, GLaDOS, and Wheatley, she had been locked up in rooms and forced to test, she had gone through Aperture, but she had never been this frightened before. The Cube was actually talking to her for once, and it was saying things that made her stomach churn.

Had she actually betrayed this thing by letting Wheatley in?

"Get rid of him!" the Cube shrieked. Chell jumped. "He is stupid. He doesn't love you. I will love you."

Chell crept towards the Cube again, putting her hands by her sides.

"You will love me too, right?" the Cube said, and giggled.

She was only a few footsteps away.

"Shut him down," the Cube hissed, "Shut him down so we don't have to see him. He's an eyesore. What a moron."

Chell reached out.

"Don't you love me?"

As quickly as she could, she grabbed the Cube and lifted it, trying to ignore the shrieks that immediately came from the Cube. The adrenaline coursing through her veins made the concrete block feel weightless. Its pink glow intensified, and it grew hot as it continued to shriek.

Chell ran to the front door and reached out with a shaking hand to open it. Wheatley was still on the porch, considering his puzzle, as she shot out of the house and ran down the steps into the street.

"What's going on?" he shouted after her, but she kept running as fast as she could. She dimply registered his footsteps on the wooden porch, and then the tarmac, as he ran after her.

The Cube's screaming became hysterical.

"Don't you love me?" it cried between screams. "Don't you love me?"

Chell gritted her teeth and pressed on. She didn't want to do anything besides throw the Cube onto the ground and cover her ears, but she had promised Wheatley she would do this. His following her wasn't keeping her from abandoning her mission, but something _else_, some other feeling she couldn't name. The sound of his voice, which the Cube's screaming mostly covered, only drove her further on.

There was a bank in the middle of town; there was a safe in there with an open steel door and a cavernous inside that had been emptied out long ago. She could put the Cube in there and lock it up. That way, she never had to deal with it again. There probably wasn't a SLEEP button for this thing; there was no way to turn it off and stop it.

She ran toward the thick glass doors of the building and slammed into them. She balanced the Cube on her knee, panting, and reached for the door, but Wheatley caught up to her and had his hands on the handle before she could open it.

He pulled the glass door open and put a hand on her back, pushing her through. "Come on!"

Chell ran into the bank. The shrieking Companion Cube was doing nothing for her thoughts. She scanned the waiting area and the teller desks, trying to remember where she had seen the safe. The glass by the teller desks was broken; she could take the Cube and throw it over before following it.

Wheatley was beside her. He reached out his hands. "Give it to me!" he shouted over the Cube's voice.

Without hesitation, Chell handed him the Cube. He hefted it up with ease; the Cube shouted even louder now that Wheatley was holding it. "Where to now?" he said.

"You're such a moron," the Cube hissed. "You don't deserve her. Put me down!"

Wheatley winced, but continued to stare at Chell. "Where to, Lady?" he asked again.

Chell turned to the teller's desks and bolted. She found the clearest hole in the glass she could find (this is how she originally got to the safe, she remembered now) and pushed herself up onto the desk to crawl through. The glass crunched underneath her legs, but Chell pressed on, not stopping until she had reached the other side of the desk and jumped down. She would deal with any injuries later.

Wheatley, meanwhile, was using the Cube to smash out the remaining glass on the far end of the row of desks. The Cube screamed louder.

"Put me down! Moron!"

"Shut up!" Wheatley shouted back.

Chell ran over. Wheatley passed the Cube to her and hefted himself up so he could crawl through.

She hefted the Cube on her knee and reached out a hand. Wheatley took it firmly, and she pulled him through.

"Cheers," he said quietly once he was over the desk. He straightened himself up and dusted himself off. Chell smiled at him. He warmly returned the smile. For a moment, they stood and stared at each other.

Then Chell turned and ran towards the safe, and Wheatley followed her.

It was in the back room, barely lit by a dim lightbulb. The safe door was still open, just as Chell had left it.

Wheatley pushed ahead of her and pulled the door further open with a grunt.

Chell hefted the Cube over her shoulder and threw it. It didn't go as far into the safe as she had hoped, but it fell into the empty room with a hard thud.

The Cube grew very quiet as Chell joined Wheatley in pushing the door closed.

"I thought we were friends," it said to her before the door closed with a heavy thud.

Chell and Wheatley leaned against the door together, both panting. Chell reached up and wiped the sweat off of her brow. That was it. She had repaid Wheatley and gotten rid of the Cube. He had been right: the Cube had been trouble after all. She felt bad for locking it in the safe (if it was speaking to her within the safe, the steel door was doing a good job of muffling it) and abandoning it, but she felt nothing for a creature that wanted to possess her.

She looked over to Wheatley. He caught her looking at him and returned her gaze with a relieved smile.

"Thanks," he said to her.

He didn't have to help her. Even though getting rid of the Cube was benefitting him, she thought he would stay home and make her dispose of the Cube on her own. But he had followed her and done some of the heavy lifting for her.

She nodded at him with a smile to match his, then looked away.

She felt a warm hand on her shoulder; before she could properly react, she was pulled into a tight hug.

Wheatley was squeezing her as hard as he could. The hug lasted only a few seconds, but it was enough to make Chell's thoughts come to a stop.

"You were great!" He released her, then bent down and took both of her shoulders. "You just took that Cube while it was screaming at you, and you knew exactly where to go, and…"

He threw his hands up in the air. "You're so brave, Lady!"

She shook her head and exhaled sharply, her best imitation of a laugh.

"You don't think you did that? Come on, now." He shook her shoulder. "Don't be modest! Victory's yours for now."

Chell looked down at her feet while he continued to congratulate her. The running had battered her feet; she looked back at where she had been running and noticed that she was tracking blood. Her skin was cut up in places.

Wheatley fell silent and followed her gaze down to her feet. He hissed through his teeth when he noticed the blood trail. "Well, that's not good, is it? Being injured like that. Humans are delicate, aren't they?"

The soreness hit her in waves. Her muscles were screaming, her breath was rough, and every time she pressed down on her feet, a shock of pain went through her.

"Do you want to head back now?"

She looked up at him. He was eyeing her with concern.

Chell looked down at her feet and nodded. She reached up and gently removed his hand from her shoulder and began to walk back to the teller's desks, gesturing for him to follow.


	11. Chapter 11

"I wasn't sure what you wanted," Wheatley called out from the kitchen. After a few seconds, he emerged with a plate of cheesy pasta. "I was thinking of cooking the meat," he said, "but then I thought about it and went, well, she might be saving that for later. So I didn't."

Chell tied off the last bandage on her foot. She leaned back into the couch cushions and brushed her hair out of her face. She had let it down out of its customary ponytail; her feet, clean and bandaged, were gingerly resting on the floor. She turned and put her first-aid supplies into their box before placing the box on the floor and making room for Wheatley on the couch. The fireplace was lit, and there was a pleasant, faint smell of wood smoke in the air.

He sat next to her and handed her the pasta. She took it, eyed it for a few seconds, then looked back up at him with an amused smile.

"What's the matter?" Wheatley asked with alarm. "It's good, isn't it? This is what you like?"

She continued to stare at him.

"It's good, look!" He mimed eating the pasta, making eating noises as he went. "Yes, good! You'll feel better, it'll be great!"

Chell rose and, wincing, attempted to walk towards the kitchen. Wheatley stood up and stopped her, pushing her down to the sofa again.

"No! No walking for you! Old Wheatley can take care of this. What do you need?"

She balled one hand into a fist and pretended to shovel pasta into her mouth.

Wheatley watched her with a blank expression before brightening up. "Oh, you mean a fork? Hold on, let me get one." He ran into the kitchen. Some rustling and banging noises filled the air, and then he returned, fork in hand. "Is this what you meant?"

Chell nodded and took the fork from him before beginning to eat. He sat next to her, totally still; when she looked up at him, she saw that a faint pink tinge had returned to his cheeks.

"I was just thinking," he said while she ate, "how fearless you are."

Chell stopped eating and turned her full attention to him. She let her fork rest on her plate while he spoke.

"Really. You run from a robot that's trying to help you, you don't fight or anything, just run…which is fine, really." Wheatley wrung his hands in his lap; after briefly making eye contact with her, he turned his head away. "But you go through the fields like it's nothing, you showed that cube who was boss, you're keeping me here even after I did something awful to you…" He looked down at his hands. "Just…who are you?"

Chell tapped his shoulder. After some hesitation, he looked up at her.

She shrugged.

"I don't understand," he said quietly.

She motioned for him to get the paper and pencil off the side table. After carefully putting her plate to the side, she took the materials from Wheatley's outstretched hands and began to write.

_I don't remember anything from before now._

"Oh," he said to himself. A pause. Then: "Is it the brain damage?"

She smiled and wrote, _Maybe. I don't know. Neurotoxin?_

"I can't read that word." He pointed to "neurotoxin." Chell mouthed it.

Wheatley nodded his head enthusiastically. "Oh, yes, the neurotoxin! Well, that can happen. And being asleep for so long does a number on you, too. But do you have a family?"

_No._

"Parents?"

_No._

Wheatley bit his lip. "Anyone?"

Chell shook her head. He leaned back on the couch and stared at the ceiling with an incredulous expression. "Am I the only one you have?"

_Yes._

Wheatley's features hardened. "Then why did you go about killing the damaged core for? He could have been company."

_He was broken, Wheatley._

"But we could have fixed him!"

Chell showed him the paper with a stern expression on her face. _You know that's not true._

"It is! Do you think I'm stupid, Lady?"

_No, I don't. But I don't think I'm stupid, and I know I couldn't have done anything._

Wheatley fell silent. "But I…maybe I know something you don't?"

_I knew how to put him to sleep. Can you put yourself to sleep?_

He hesitated. "No."

Chell spread her hands in front of her.

Wheatley ran a hand through his hair. "I…"

It was dawning on him that, even with their combined knowledge, they couldn't have fixed Space if they tried. Wheatley bent down and pressed his forehead to his knees, his fingers interwoven behind his head. His whole body contracted, and he trembled. His voice was low and weak.

"I'm sick of this," he said, more to himself than to Chell. "I'm sick of not knowing things. I'm sick of people putting me places where I don't belong. I'm sick of being called names. I don't deserve this at all."

Chell hesitantly patted him on the back. Wheatley groaned.

"I wanted to fix him," he said. "He didn't have to die."

_He was happy_, wrote Chell.

"He didn't know where he was, love," he replied. He met her gaze; his eyes were wide. "We should have put him somewhere safe."

_He's safe there,_ Chell wrote. Then: _What do you think will happen to you if you shut down?_

Wheatley stared at the paper, then looked at her. His voice was very small. "Back to the birds."

She smiled faintly at him. _Back to the birds for me__, too._

Wheatley looked down at the ground. Chell, sensing the end of the conversation, took her food and kept eating. Throughout her meal, Wheatley was silent, preferring to stare at his boots and wiggle his toes than look at her.

Once she was done, she stood up and hobbled, plate-in-hand, to the kitchen, leaving Wheatley to sit on the couch by himself. This was the quietest he had been in a while, and it was beginning to worry her.

She turned the kitchen light off after placing her plate in the sink. When she returned, Wheatley was as she had left him. He didn't look up as she retrieved a new sheet of paper and her pencil and sat down next to him.

She rubbed his shoulder. He looked up.

_Do you want to know what you did?_

"Salt in the wound," he said. She shook her head.

_I'm not doing this to make you feel worse. I promise._

A look of suspicion crossed his face, but after some time, he nodded.

Chell told him everything.

It took up multiple sheets of paper, and it took forever to write out; Wheatley patiently waited as she wrote out how they met, their initial escape, waking up GLaDOS, reuniting with each other, putting him in the chassis, sending her down into the basement, the Itch, the endless testing, the urge to kill. She told him about the loneliness, the hunger, the times she had cried over him, how she had hated him. She told him about how she had always found him funny but hadn't known what to do with him when he was back with her, the Itch long-gone and his old personality restored. She had missed him.

She told him that he didn't remember any of this and if he wanted to think she was lying, that was fine, because she didn't want to hurt him and he had been so good to her thus far, so she was going to leave her door open for him.

She thanked him, and asked him to stay.

Wheatley read over her messy handwriting with a shocked look on his face. His hands gripped the papers tightly; partway through reading it, his hands began to shake. By the time he got to the end, he dropped the papers on the ground and buried his face in his hands.

"That doesn't sound like me," he said, and his voice was faint and high. "That's not me. I couldn't have done that to you. I wouldn't do that to you."

Chell leaned back into the couch and looked away.

"You may have done some awful things since I've known you, but…"

She tensed.

"I'm sorry."

She nodded.

He apologized again and she nodded again. Her hands were clasped tightly in her lap, her shoulders hunched and her lips pressed together.

Then the apologies came spilling from his lips, and his arms wound their way around her and pulled her close.

His whole body shook; he buried his face in her neck and muttered, again and again, "I'm sorry, I'm sorry, I'm sorry." He was warm and his voice was low and thick with tears. Chell froze in his grip, unsure.

Then she slid closer to him and returned the embrace, tightly squeezing him and patting his back. She wished dearly she could say something to him, but the most she could do was lean her head against the side of his and breathe deeply, hoping to calm him down and let him know that this was her forgiving him.

Wheatley squeezed her tighter, the stream of apologies intensifying.

After a long time, Wheatley's voice finally tapered off into a choked whisper before stopping altogether. The only sound remaining was that of the fire, crackling away. It was pitch-black outside and in the house.

Wheatley began to draw away, but Chell gently pulled him back. Their foreheads touched, and she put a hand on the back of his neck to keep him close. She could hear a question beginning to form in his throat, but it quickly died away. They watched each other carefully.

She slid her hands down to his hands and squeezed them. He squeezed back. She watched him as his eyes traveled down to their hands; with some struggling, he finally interwove his fingers with hers. His trembling had stopped.

Wheatley met her gaze again, then closed his eyes. Chell closed hers. Their breaths mingled; she could hear the faint whirring of his internal CPU.

She released a hand from his grip and moved it up to the zipper of his jumpsuit. He immediately pulled away with alarm, staring at her with wide, frightened eyes. In the dim light, the blue glow of his eyes was strong.

Chell shook her head and held her hands up. Wheatley bit his lip, then, after some hesitation, nodded.

They grew close again and Chell unzipped his jumpsuit partway, fingers slipping underneath the fabric. Wheatley's breath hitched, and his hands gripped her free hand tightly.

She traced designs around the edges of the plugs in his skin. He seemed to have dozens of wires embedded there, and she took care not to unplug anything. As her fingers moved, Wheatley let out a low whine in the back of his throat; she opened looked at him and found his eyes closed tightly, as if in concentrating on her touch. The longer her fingers moved, the more he relaxed, until his back arched slightly and he leaned into her touch, his features relaxing.

"That feels bloody wonderful," he whispered. She smiled and drew one final line along the edge of his spine. She zipped up his jumpsuit and squeezed his hands tightly before releasing him and standing up.

"Where are you going?" he asked her as she moved shakily to the fire and snuffed it out. In the darkness, his eyes glowed like a cat's. After a few seconds, he turned on his flashlight, and his eyes glowed bright white.

She motioned that she was going to sleep. His eyes shifted around the room.

"Do you mind if I spend the night with you?" He held up his hands. "I don't sleep, but it would be nice to have some company."

Chell stared at him. She had never slept in a bed with someone else before, let alone an Aperture robot.

But his eyes were pleading with her, and he was warm and it was cold outside, and she was beginning to fall in love with him despite everything that had happened between them.

So she nodded and led him upstairs.


	12. Chapter 12

She stared into an abyss, one of many that dotted Aperture Science's testing chambers. There was an excursion funnel across the room, the ends of which she couldn't see, let alone shoot portals to. On another platform near her, a cube sat beside a button, taunting her just out of reach.

"Come on, love," purred Wheatley. "This shouldn't be too hard for you."

His voice sent chills down her spine. GLaDOS remained silent on the end of her portal gun; for all intents and purposes, Chell and Wheatley were alone.

He watched her from a large screen hanging on the wall across from her platform; the excursion funnel cut across the bottom of it. Chell avoided his gaze, preferring to stare down into the smoky gap in front of her.

Wheatley folded his hands and smiled, but the faint blush of his cheeks and his heavy breathing gave his impatience away. When Chell next looked up at him, he was lightly grinding his teeth, watching her, not blinking.

Chell shot a portal into the gap; she didn't hear it stick to a surface, and the blue light faded into the mist. She paced the edge of her platform, trying to find the edges of the excursion funnel, but found nothing.

Wheatley was still watching her; the more time she took to think, the thinner his smile became. The tips of his fingers twitched.

She leaned herself against the wall and shot at the funnel. A portal stuck, and she shot the next one on the ceiling high above her. She began to float upwards and found herself on the other side of the room. Wheatley's monitor was now extremely close to her.

She looked towards the button and cube, and her heart sank: there was not one white wall in sight on that corner of the room. Wheatley, in his infinite stupidity, had created an impossible test.

Chell let the excursion funnel take her to the other wall; she floated there, portal gun lowered, unsure of what to do next.

She looked at Wheatley's monitor. He had pressed himself in the far corner so he could watch her.

Chell shook her head.

"What do you mean, no?"

Wheatley slammed a fist against the monitor suddenly, causing her to jump. "You're bloody giving up?" he screamed at her. "Is that it? You can't finish this one measly test? How stupid are you?"

Chell pointed towards the cube.

"You have to get over there! Do it _now_! Or I'll…I'll…"

He was shaking with anger and frustration. Chell pressed herself against the excursion funnel wall and examined the room again. There were no white surfaces. She was stuck, and Wheatley was getting more furious by the second.

The ceiling above her opened, and Chell looked up, only to meet dozens of very large, very sharp spikes. One of them hovered dangerously close to the tip of her nose.

Her blood went cold.

"If you don't hurry up and solve this test," Wheatley hissed, pressing himself against the monitor again, "I'll make sure you get smashed into the bottom of the facility."

Chell swallowed heavily. Wheatley laughed. "Oh, yes, love. You'll be dead before you know it. Or maybe you'll feel something. I don't know, but you're about to find out."

Her eyes slid to the cube's area again. The test got more impossible the more she looked at it. A thin trickle of sweat ran down her temple.

She looked back to Wheatley and shook her head again.

"Come on," he said to her. The spiked panel trembled above her. "It's so easy. Don't be useless."

She shook her head again.

"Come _on_! Wheatley shook the monitor, his voice evolving a scream again. "Test for me! That's all you're good for!"

She stared him down. There was no way.

"Do it or I'll kill you! I'll- oh, love, careful! Lady! Wake up!"

Chell's eyes flew open, and she gasped.

Wheatley (the real Wheatley, the burnt-and-disheveled Wheatley) hovered over her, hands pressing into her shoulders. The covers were tangled by the foot of the bed. Bright sunlight lit up the room from its sole window.

His eyes were wide with worry, but upon catching her eye, he sighed with relief and smoothed out her hair. "Oh, good, you're awake! You must have been dreaming about something very exciting. You were shaking and thrashing about…you nearly fell right off the bed."

Before he could continue, Chell pushed him away. He fell silent as she turned to the side of the bed and sat on the edge.

She pressed the heels of her hands into her eyes.

It had been so vivid. She had felt the weight of the portal gun in her hand, the roughness of the jumpsuit on her body, the coolness of the excursion funnel, the fear and the hatred. She _remembered _that test chamber. She had found a solution then, but in the dream, there had been no way out. She had been _stuck_.

Her eyes began to water. She gritted her teeth.

And through it all there had been _him_, that part of Wheatley she didn't know existed, the part that was so frustrated with being treated as a bit part, as stupid, as worthless. The part that drove him to make others feel the same. She hated being at someone's mercy. She hated seeing him angry.

"Lady?"

She felt the bed shift. Wheatley's fingers brushed against her right shoulder. She moved out of his grip and turned away.

"Oh, no, love. Don't be like that."

Chell took in a shuddering breath and released it. She had to ground herself. She was in her own home. This was her territory. The Companion Cube was locked away. Wheatley had apologized; he didn't even remember what he had done, but he had believed her without question. He was innocent now, and there was nothing she wanted more than to settle into this new life with him and forget everything just like he had done.

Wheatley pressed two fingers against her lower back. She went still and focused on them, not bothering to push him away this time. Her hands fell to the bed.

After a few moments, he began to run them up her spine. The movement of his hand wasn't totally smooth; his fingers hitched against her shirt several times. But by the time he reached her shoulder blades, he moved them down and began to trace designs on her back.

She furrowed her brows. He was replicating the designs she had traced on him the night before.

"There's nothing here," he mused to himself. "You can shut down a robot really quickly if you know what to pull, but I can't imagine how someone would hurt you. What were you frightened of?"

Chell closed her eyes and reached behind her. She caught hold of Wheatley's knee and shook it.

"Me?" Wheatley's fingers stopped. "You were frightened of me?"

She nodded and began to pull her hand away, but Wheatley caught it and squeezed.

"Don't be afraid," he said firmly. "I don't want to hurt you."

Suddenly, he laughed.

"Do you remember when I first began living here? You were all, 'Please stay here,' and I thought you were a madwoman who would kill me!" Wheatley became serious again. "This is the same thing. You have to be brave again. Though I don't know what you have to be brave about...whatever's living inside your head, tell it 'no.'"

Chell smiled to herself.

Even so, the dream had felt so real, and there was no telling whether or not it would continue to follow her, and whether Wheatley would change to become that monster again. She wanted to trust him; she wanted to keep him around, but she was a realist, and he was unpredictable.

He put his hands on her back and pressed. He ran them up and down, still keeping a firm pressure. Chell found herself arching back, enjoying the light massage he was giving her. He was humming some nothing tune, completely off-key and without logic, under his breath.

Wheatley's hands rested on her shoulders, and he pressed his forehead against her neck. Chell reached up and ran her hands through his hair. He gently rubbed his forehead against her.

She shifted and sat fully on the bed. Wheatley, right behind her, scrambled out of the way.

She leaned against the headboard and beckoned him closer. He gave her an inquisitive look and crept slowly towards her, but stopped a foot or so away. She beckoned him closer. He obeyed.

When he was close enough, she gently took his head in her hands and leaned up to kiss him.

It was brief, it was foreign, and she had never done it before. She tasted plastic and metal on her lips. Wheatley went still, but he didn't resist her.

She let him go and leaned back. Wheatley's eyes were scrunched up, but he opened them again once she moved away.

He sighed out a laugh and smiled. His hand brushed against hers. "That felt nice."

Chell smiled and pulled him close again. Wheatley eagerly responded to her touch; when she next kissed him, he kissed back.

The kisses were brief, but Chell felt a warmth flood her body that hadn't been there for years. She had always had a sense of self-satisfaction, of independence, but she had missed having company, and now there was someone real under her hands, who was rubbing his nose against hers and laughing and whispering to her.

In the back of her mind, the dream whispered to her: _He'll come back. _But for now, this was a different Wheatley, and she didn't have to worry.


	13. Chapter 13

It became quiet around the house.

Wheatley spent days cooking for her, following her around, doting on her. There was the occasional, fleeting kiss. He watched her like a hawk when she was awake, but always flashed a generous smile when she noticed him staring. He would gently comb his hands through her hair and hum until she fell asleep; he was the first thing she saw when she woke up.

But always, always, always, the nightmare came back.

It had variations. Sometimes there would be more than one spiked plate. Sometimes the test could be solved, but the Emancipation Grid at the end would be made of fire. Sometimes only Wheatley's voice was present, sometimes only his image on the screen. There were times when the dream was all sensation.

And sometimes he was in the room with her, and there was no test at all, only his hot body pressed against hers and his lips at her ear and him whispering how much he loved her, but it would be totally wrong, his hand would be at her neck, squeezing and squeezing until she woke up face-down on the floor with a fretting Wheatley standing above her.

After a few weeks of the nightmare, she shooed Wheatley out of the kitchen so she could cook for herself. Wheatley had been eagerly improving his cooking, so Chell's removing him was an unpleasant surprise.

"You want to do it?" He sheepishly backed away from the stove. "Alright. As you wish." And then he wandered back into the sitting room and sat in silence on the couch until she came out with her food and joined him, and after that he was all stories and jokes until she had to go to bed.

In the dream that night, Wheatley kissed her, and bit her lip until she tasted blood.

Wheatley grew more confused with every meal he didn't get to make for her. Chell began cooking everything she ate; after a while, Wheatley began hovering around her while she cooked, wringing his hands and asking if there was anything he could do. Every single time, Chell shook her head and gently pushed him in the direction of the sitting room. He usually went quietly.

A few times, he put up a fight.

"Please," he begged her one afternoon, heels digging into the linoleum near the threshold, hands pressing against the sides of the entryway. "I want to. You need your rest, Lady! You haven't been sleeping. Go sit down! I can help!"

Finally, he stopped offering to help, and the meals became Chell's territory. He would watch her in silence while she ate.

The more vivid the dream became, the more she wanted to push him away.

Wheatley usually tagged along with her on her excursions, providing extra hands and eyes while she scavenged. He rarely saw something she didn't, but she owed a small number of finds to him. His voice was a welcome distraction from the eerie silence of the town and its trash-filled streets.

Soon after she started cooking her own meals, she began keeping him at home.

Chell had been about to leave one day when she heard clattering upstairs. Soon after, Wheatley came bounding down the stairs. She stopped him at the front door.

Wheatley stared at her outstretched hand. "Do you want me to stay here?" he asked quietly.

She nodded, trying to give him as sympathetic a look as she could.

"Do you want to be alone?" He made eye contact with her before looking down at his feet.

She nodded and moved her hand up to his head, where she affectionately ruffled his blond hair. Wheatley closed his eyes and leaned into her touch, but the disappointment in his expression was strong.

When she came back later that day, she glanced at the living room window and saw Wheatley pressing his nose against the glass inside the house. His eyes followed her while she crossed the porch and headed to the door.

That night, the dream Wheatley moved his biting kisses to her neck.

Days later, Wheatley stood some distance away from her after dinner, looking for all the world like a scared child about to give some disappointing news to his parents. His hands were clasped tightly behind his back, and his head was bowed, eyes trained on her.

"Am I being helpful?" he asked.

Chell, from her perch on the couch, nodded.

"You don't seem to want me to do anything," he said, feet shifting on the wood floor. The light of the fire backlit him and cast his body in shadow, but his glowing blue eyes gave away the hurt in his face. "You seem eager to do everything yourself. And that's fine. Being independent and all." He brought his hands forward and clasped them in front of his chest. "But I want to help."

Chell moved her eyes away from him. She twirled her hair while she thought. Just looking at him at this point was enough to make her stomach turn. He looked stunningly like the Wheatley in her dream, and the dream Wheatley was evolving to look like him: he now had the same burn marks that her Wheatley did. Occasionally the dream Wheatley would touch her in a way that was too much like how the real Wheatley touched her: caresses on the shoulder, fleeting kisses, nuzzling against her collarbone.

Wheatley sat next to her on the couch and took her right hand in both of his.

When she didn't respond, he moved towards her cheek to give her a kiss.

She tore her hand away from him and moved to the far corner of the couch. She curled up and turned away.

There was a tense silence. Then Wheatley said, "Oh, alright then," and went upstairs.

He wasn't in the room when she went to bed that night.

She didn't have the dream.

Chell woke up the next morning feeling rested for once. There was no lingering terror or a sheen of sweat on her skin. The covers hadn't been kicked away, and she wasn't lying on the floor.

But Wheatley was nowhere to be seen.

She closed her eyes and let the sunlight wash over her face.

The dream stopped showing up. Wheatley stopped speaking to her. It was strange, seeing him quiet. He avoided her eyes when she looked at him. Some days, she didn't see him at all.

At one point, she didn't see him for three days in a row.

She came downstairs on the dawn of the fourth day and felt panic welling in her chest at the sight of the empty sitting room. He could have gotten lost. He could have headed back to Aperture Science. He could be hurt.

She paced the ground floor. She checked in the kitchen, the sitting room, the small closet in the corner. She checked cabinets. She went outside and walked around the outside of the house.

After not finding him, she moved upstairs. There were several unoccupied bedrooms besides her own, not to mention another bathroom. Some of the rooms were locked or so full of dust that she didn't want to risk going in.

In the bedroom at the end of the hall, she found him.

He was sitting on the edge of the bed, looking out the window at the vast backyard. It had been overrun by wheat and looked more like a simple extension of the wheat fields than a backyard once occupied by people. Trash was rampant around the stalks. A few children's toys sat unoccupied towards the back fence.

She approached him and stood some distance to his left. His eyes were blank, and he was completely still.

Chell had begun to worry that he had turned himself off when he tilted his head and narrowed his eyes at the window. "What do you take me for?"

She nervously eyed him and shrugged.

He folded his hands in front of him and looked down. The silence of the room weighed heavy on her shoulders. She shifted from foot to foot.

Wheatley buried his face in his hands and let out a slow, long shout.

The sound bounced around the tiny room. Chell leapt backwards, heart hammering in her chest.

At the sound of her feet pattering backwards on the wood floor, Wheatley snapped his head around to look at her.

"What am I good for?" he yelled. "Every time I try to be helpful, someone has to come along and tell me I'm not good enough. What do you want from me? I thought we were something!"

Chell pressed herself against the wardrobe on the left hand wall of the room, shaking her head slowly.

"Oh, that's how it is?" He rose to his feet, the anger in his eyes vivid and something straight out of her nightmare. "Scared of Wheatley, are you?"

Her stomach dropped, and her throat grew tight as he advanced towards her. Her hands began to shake.

"Are you scared of me doing something for once?" He put his face close to hers. Her eyes met his. "Are you scared of me thinking for myself?" He pointed a finger at her. "You don't let me do _anything_. I've given you so much. I decided to stay here and keep you company, and just when I thought we were getting along fine, you decide to _ignore_me. Do you think I'm stupid?"

She shook her head.

"_Do _you?"

She swallowed heavily and shook her head harder.

He pressed his hands against her shoulders, pushing her against the wardrobe. Its wooden doors rattled. Chell's eyes were stinging with tears.

"I want you to pay attention to me!" he shouted. "Stop ignoring me! Stop treating me like a… like…"

His voice caught; his breath was heavy, and his face was flushed. She kept her eyes on him while he watched her, his shoulders heaving, his teeth gritted.

Then he swiftly raised his hand.

Chell flinched away, turning her head and squeezing her eyes shut.

Nothing happened.

After a few minutes, she slowly opened her eyes and turned to look at him. His hand was still raised as if to hit her, but it had begun to tremble. His other hand's grip on her shoulder had loosened.

The anger in his eyes gave way to shame. He was breathing heavily, staring at her.

Then the trembling spread to his whole body. Wheatley lowered his hand and stared at it with wide eyes.

He released her and backed up, pressing his face into his hands. She remained pressed up against the wardrobe, staring at him, her own breath heavy and her blood roaring in her ears.

Then, without warning, Wheatley turned towards the door and fled.

She could hear his heavy, rapid footsteps on the stairs, and then the slam of the front door as he ran out to the street.


	14. Chapter 14

Chell stood against the wardrobe for a long time, staring at the doorway. Her breathing eventually slowed and the silence of the room descended on her.

Then she fell to the ground and cried.

* * *

><p>It rained that night. Chell knelt on the floor near the couch downstairs, her hands in her lap while she looked into the fire. Wheatley hadn't come back. The house creaked every so often. The driving rain sounded distant. It was dark save for the fire.<p>

She had cried upstairs until her breath came in halting, shuddering gasps. Now she felt empty, alone, and tired. She ate something some hours ago, and had no appetite.

The flames blurred together the longer she stared at them.

* * *

><p>The next morning was gray and quiet. Rain slid down the panes of the house windows. Trash clumped up and stuck to the curbs.<p>

Chell had fallen asleep on the couch after putting out the fire. Her whole body ached. Her stomach was groaning.

In the middle of preparing breakfast, she heard something tapping on the kitchen window, and walked over to take a look.

A crow sat perched on the sill outside, a trash bag in its beak; it had been repeatedly hitting the window. It regarded her coolly for a few seconds before shaking the bag around and dropping it. It gave a muffled caw and fluttered off.

She brought her breakfast outside and sat down on the porch. She watched the crows dance in the street and pick at trash. A brave few wandered up to her and eyed her food, but she waved her foot at them and they scattered.

The rain had stopped, and a dull sunlight was filtering through the crowds.

Chell finished her meal and went back inside.

The house was so stunningly quiet without him. The rain could have short-circuited him the night before. He could have been dead.

She felt a pang in her chest when she looked at the paper and pencils on the side table near the couch. The last note she had written him was on top: _No, thanks. Stay here._

Chell picked up the note and turned it over and over in her hands. This must have pushed him, she thought to herself. All this frustration and hatred built up in him had burst, just as it had when he had taken over Aperture. She had been too scared of him to notice it happening.

She looked back out at the porch. The crows were beginning to move on.

She gathered some more paper and her pencil. She slipped them into her pocket before heading outside.

* * *

><p>No luck. For a core designed to make mistakes, Wheatley was good at hiding.<p>

Chell wrung her hands and looked up at a huge theater in the center of town. It was early afternoon, and there was no time for her to head out to the wheat fields to look. She had checked dozens of buildings in town and hadn't found him. She had lost count of how many places she had looked in, and was starting to get tired of walking.

She entered the building. Its lobby was dark and dusty; the trash had migrated in and was rustling around on the marble floor. The theater doors were, for the most part, closed, but upon closer inspection, she noticed one of the doors had been pried open slightly. Chell moved forward and pulled the door open further.

A few holes in the ceiling lit the theater in random spots. Her eyes adjusted to the dimness the farther down the aisle she moved. The seats were plush and crimson, and there was gold leaf lining the walls. She moved down to the stage and turned to examine the spacious balcony on the second floor.

With some effort, she hauled herself up to the black wooden stage. She heard the skittering of little feet under the stage, and a few lone mice ran up the aisles and into the seats.

Chell knelt in the middle of the stage floor and looked up. The catwalks up above were pitch black. The whole place was silent and had an eerie feeling to it, but the longer she sat, the more at-peace she felt. She admired the details in the paintings on the theater walls. She could make out the faint outlines of set pieces in the wings.

She looked down at her hands, closed her eyes, and breathed deeply.

There were footsteps in the wings.

Chell's eyes flew open, and she tensed. She was sure that there were no other people around, but she could have been wrong. A million nightmare scenarios flew into her mind. She hadn't brought her knife.

It was possible the other person wouldn't be able to see her in the darkness of the theater. She stared at her hands, and sat perfectly still, listening as hard as she could.

The wood stage creaked as the person moved onto it. They moved slowly towards her, and finally stopped some distance away.

She looked up.

Wheatley stood at the edge of the curtain. His hands were balled up into fists on his sides. His glowing eyes watched her with caution and a touch of fear.

They stared at each other across the stage. Chell turned towards him.

Then he began to move forward slowly. Chell felt her chest tighten, and her breathing sped up. All this searching for him and she hadn't figured out what to do when she actually found him. Wheatley kept a careful eye on her, stopping every so often to see if she would move. When she didn't, he continued.

Finally he stopped right next to her. He knelt down and reached out a hand.

Chell closed her eyes and braced herself.

What she felt was not pain, but his fingers gently moving against her face, her jaw, her hair. Wheatley tucked a lock of her hair behind her ears and cupped her face, brushing one thumb against her cheek.

When she didn't move away or open her eyes, he leaned forward and, with both hands, moved his fingers over every part of her face. He traced out her eyelids, her cheekbones, her chin, the outlines of her lips. It was a slow and careful memorization of her.

His hands stopped at her jaw and cradled her head. After a few minutes, she heard him lean forward further. His lips pressed against her forehead.

"I'm sorry," he whispered against her skin, and his voice was heavy with guilt.

She reached out and took his hands, bringing them down to her lap as she opened her eyes. Wheatley watched her hands as she turned his hands palm-up and touched the too-perfect skin there. He gently leaned his forehead against hers.

"I shouldn't have done that," he said quietly. "You were frightened. I know you were."

She sighed, still watching her hands as they moved over his.

"And I felt so angry, and I wanted to hurt you." His voice was thick, and his sentences came in short bursts. "But I couldn't because I remembered that you were frightened of me. I thought you were looking down on me this whole time." He exhaled. "You came to find me."

She reached into her pocket and brought out the paper and pencil.

_I got lonely,_ she wrote. _I missed you._

Wheatley turned on his flashlight and read the paper. "Then why didn't you let me be around you?" he asked.

_Like you said,_ she replied, _I was scared of you._

She kept writing.

_I kept having the nightmare, Wheatley. You were in it, only it wasn't you as you are now, it was the you that hurt me. And every single night it came back, and after a while, the dream you _was_ you. I couldn't look at you without thinking of…_

Her pencil shook. Wheatley had been watching her write, but she found that she couldn't keep going. She sat with the tip poised above the paper for ages, but nothing came.

She dropped the pencil and paper and put her hands over her eyes.

Wheatley embraced her and held her close. She couldn't cry, but her breath heaved and her eyes burned and her chest tightened up. She pressed her face against his shoulder and let herself shudder in his arms for a while.

Finally, she drew away and picked up the pencil and paper again.

_I thought you were going to do to me what you did before. Hurt me. Trap me. It was so strange, the dream you said that you loved me and you'd do anything, but while hurting me. I don't know._ She paused. _I didn't know if you'd do that again._

"I'd never," he said.

_I didn't know, Wheatley. I didn't know. So I pushed you away because you reminded me of the you in my dream. And when you left, the dream stopped._

Wheatley was quiet.

"I don't want to hurt you," he said to her, "if it scares you like that."

_I know. I'm sorry._

"Don't apologize," he said firmly. "This is not your fault. I didn't know."

_But I didn't tell you._

"I shouldn't have been stupid. That was monstrous of me."

_You're not stupid._

He stared at the paper. "What?"

She underlined her previous sentence, then added: _You're actually one of the best friends I've had…one of the only friends I've ever had. You tried to make me happy, and for a while, I was. I don't think you're stupid. But then I remembered what you did, and how you didn't remember. I never wanted to tell you._

"But that's it!" he said. "You can tell me if something comes up. Really!"

_I thought…_ She stopped and turned away.

"Don't be like that, love," Wheatley begged. "I can handle it. I believe you. You're a smart woman."

She looked down at the paper. Wheatley took it and placed it aside before taking her hands in his.

"Brave, too."

She sniffled.

He leaned down and caught her eye. "I'm sorry for reminding you. Really, I am."

Her eyes darted around, trying to look anywhere but at him.

"Please." He placed a hand on her cheek, and she refocused on him.  
>"I promise. Give me some more time. I'll show you that I'm harmless and that I can do so much."<p>

She took the paper and pencil.

_I'm not worried about what you can do, I'm worried about what you will do._

"Anything," he said to her. "Anything."

She hesitated and looked up at him. Then she wrote: _Make the nightmare go away._

He looked down at the paper, staring at her words. She saw tears welling in his eyes. "Love, I…"

She could hear his CPU clicking away as he processed her writing.

"I don't know if I can," he said quietly.

_Wheatley…_

"That's something in your head," he said firmly, even as pinpricks of light began to run down his face.

She threw her arms around him and squeezed. He squeezed back.

"I want to see you happy," he breathed against her shoulder. She released him.

_Make the nightmare go away, _she wrote a second time.

"I can't," he said.

_You can, I know you can._ She reached out and took his right hand with her left as she kept writing.

_ I believe in you._

"You..." His voice broke, and he closed his eyes tightly. He stood and backed away from her.

"I can't," he said. "I can't do that. I can't make you feel better about me being around. I was angry because I didn't understand you. I still don't understand you. And I remind you of..." He stuttered.

Then he buried his face in his hands and cried.

She stood up and walked to him. She gently pried his hands away from his face.

He stared down at her, eyes watery.

She leaned forward and brushed her nose against his. He let out a shuddering breath and pulled her forward.

"I can't," he said. "I want to make you happy. But the dream is...if you live with me..."

She nodded.

"You'll keep having it."

She pulled away and shook her head.

She reached out a hand and pressed it against his chest. He looked down at it with confusion.

With the hand that was pressed against his chest, she prodded him.

She went back and retrieved the pen and paper.

_ You'll never remember it, _she wrote, _but we were friends before all this. And you're brave, too. Try, Wheatley. Please. I wouldn't make you if I didn't think you could do it. Come back._

The sun was beginning to set. The stage was bathed in a golden light that turned Wheatley's hair a rich yellow. He stood in silence and stared first at her paper, then at her.

"You did something for me," he said slowly, "letting me stay. I'll do this for you."

He looked down at the paper again. "If you say I can do it, I can do it."

Chell smiled. He shakily returned it.

Wheatley stepped forward and kissed her forehead slowly. She laced her fingers with his and tilted her head upward, leaning against him.

They stood in the silence of the theater, noses touching, bodies inches from each other, breathing quietly, together for the first time in weeks.


	15. Chapter 15

Chell and Wheatley sat cross-legged on her bed. The room was dark save for Wheatley's flashlight.

"We're going to do a bit of scientific exploration," he said, rubbing his hands together and smiling at her. "You go to sleep tonight while I'm here, and we'll see what happens. Alright? And if that doesn't work, I can leave the room. And then we'll see."

He combed one hand through her hair. "Try and go to sleep in the meantime."

Chell lied down on the bed and pulled the covers over her. Wheatley sat near her, still running his hand through her hair. After a few moments, he turned off his flashlight, leaving the two of them in darkness that was pierced only by the glow of Wheatley's blue eyes.

He began to hum, and Chell felt herself slipping off.

* * *

><p>The facility was cold.<p>

Wheatley's grip around her wrists tightened. He pulled her arms up over her head and held them against the wall.

"Don't fight it, love," he said before taking his teeth to the shell of her ear. "Not as if you would say much, anyway. Aren't I funny?"

Chell kicked at him, but one well-placed knee between her legs and she found herself completely pinned down. His teeth bit just a little too hard, and Chell squeezed her eyes shut in pain. The longer Wheatley kept her there, the more lethargic she felt, until she found that she couldn't open her eyes or move.

Her head lolled to the side, and Wheatley removed one hand from her wrists. He backhanded her. She gritted her teeth and opened her eyes.

"Look alive, Lady," he said. The wide smile on his face had turned into a scowl. "You should appreciate this."

His free hand ran up and down her side. "I could kill you," he continued. "But I'm not. I'm doing this for you."

He pressed his hand against her stomach and moved it upward, over her ribs, between her breasts, up her neck. He grabbed her chin and forced her to look at him. She wished so desperately that she could kick him again, but there was a weight in her chest that kept her still.

"Focus," he hissed. "I'm not asking you to do science here."

Her eyelids drooped.

"Pay attention to me!" He released her chin and raised his hand up. He brought it down sharply on her cheek, and the force of the slap snapped her head completely to the side, and she hit her head on Wheatley's leg.

She opened her eyes.

Wheatley gently helped her up and held her face in his hands. "Oh, love, you're awake!" he said. "Are you alright? You just thrashed about a bit there."

She blinked and focused on him. The sun was out that day, and the room was flooded with white light. Wheatley's face was full of concern. She pulled herself up and adjusted herself so she was kneeling in front of him.

Chell took his hands in hers and moved them away from her cheeks. She shook her head.

He winced. "No luck?"

She shook her head again.

Chell pressed her fingers against where the dream Wheatley had slapped her awake. It didn't sting, and she wasn't gritting her teeth anymore. It may have been her imagination, but she still felt an odd warmth there, as if he had slapped her an hour ago and the hand mark hadn't faded.

"What did he do to you?" Wheatley reached up and touched the cheek the dream Wheatley had hit. She turned away.

"Please tell me," he begged. "I want to help you."

Chell sighed and took his hand. She splayed his fingers out, then brought his hand towards her cheek slowly. When it made contact with her face, she mimed being thrown to the side.

Wheatley pulled her into in a rib-crushing hug. "I would never hit you. Ever." He released her slowly. Chell nodded and tapped her head.

Wheatley sheepishly looked away. "I just wanted you to know. I wanted to once, and then you saw…" His eyes darted around. "I didn't. I couldn't. Just a reminder."

She smiled and ran her hand through his hair, then down to his face. He turned and nuzzled her palm.

"I just wanted you to know," he repeated quietly.

* * *

><p>His hands pressed against her. She threw her head back. The lethargic feeling had returned, and she found herself totally still while he took her chin and pressed his lips against hers.<p>

"Easy," Wheatley whispered. "Just take it easy. Relax." He laughed.

His hands became claws, and he raked them against her body.

* * *

><p>She found him downstairs the next morning, perched on the couch. He leapt to his feet when he saw her descending the stairs. "Well?"<p>

Chell shook her head again.

He slowly plopped down on the couch. He stared blankly at a point somewhere behind her. "Oh. Alright then."

* * *

><p>They tried everything. He made her go to sleep earlier, later, with more food in her stomach, with less. He curled up next to Chell while she slept. He once hid all day so she never saw him. He made her stay in bed all day. He made her stay up all night, only to have her fall asleep the second he turned his back on her during the day.<p>

He kissed her, he held her hand, he told her rambling stories about nothing in the dark until she drifted off.

Not once did the nightmare go away.

* * *

><p>There was all pain and heat. She couldn't see. The dream Wheatley wasn't there, but there was a crushing weight on her chest and a burning sense of shame.<p>

She wished so desperately that Wheatley, _her_ Wheatley, was with her, that he could pull her away from the threat of death and hold her. She wanted the sound of his artificial breathing, the warmth of his hands on her face, the sound of his voice.

* * *

><p>"Any luck?" he would ask her every morning, and every single time her answer was no.<p>

* * *

><p>It rained again.<p>

Wheatley stayed in the kitchen while she ate her dinner on the couch. Once she was done, he emerged. He silently took her plate and brought it into the kitchen while she shivered and wrapped her too-big sweater tighter around her body. The fire was blazing, but the changing of the seasons was becoming obvious. Any colder, and it would be snowing.

Wheatley came back and sat on the other end of the couch. She curled up and pressed herself against the couch arm, looking away from him.

"I don't know what to tell you," he said.

When she didn't respond:

"Are you mad?"

She shook her head and looked at the fire. Another shiver wracked her body. He slid closer to her and took her by the shoulders, putting a finger to her jaw and gently moving her head so that she was looking at him.

"Look at you," he whispered. "You're exhausted. All because of me."

She turned her eyes downward as he released her and caressed her cheek. "I could just leave," he said. When her head snapped up, eyes wide, he held his hands up and quickly added, "I know you wanted me here, but I just…what good am I doing for you? Look at you!" He spread his hands.

Chell wrapped the sweater even tighter. She stared into the fire.

"I keep doing this to you. I'm sure of it. Scientific exploration over, we've found the cause: it's me. If I'm gone, you don't have the dream. If I'm here, you have it."

She heard the couch creak while he turned and looked out the window. "That doesn't look very pleasant," he mused, "but I'll figure out a way to get on."

Chell's hand shot out and grabbed his arm.

"I…" Wheatley tried to pull away, but Chell held fast. "I'll do it. I'll leave you be."

When she didn't let go, he began to settle back on the couch. "Please let go."

She squeezed.

"You'll sleep nicely. No Wheatley bothering you! No nightmares. How does that sound?"

She turned and pressed her face against his chest.

Chell had faith in him. The house was so vivid with him around. Even if her sleep was filled with fear, her days were quiet and tender and fulfilling. If Wheatley went out into the rain, he could kill himself. He would, at the very least, be lonely. She would be left alone in this strange dead house with the crows. She would sleep well, but every morning, she'd be greeted by another day of solitude. It had sounded appealing when she had left Aperture, but the idea of being by herself felt empty now that she had him.

His hands danced across her shoulders before settling. "I take it that's a no?"

She pulled him closer.

"How well am I doing, really? Be honest."

Chell looked up and rested her chin on his chest. She couldn't answer that question. She had made him a deal, and he knew he was failing to hold up his end of it. It was only fair that she kick him out if he couldn't make the nightmare go away.

He smiled sadly and patted her head. "Not well?"

She shook her head and leaned her cheek against him.

Chell felt a prodding on her right shoulder. She turned to look. Wheatley was nudging her with a sheet of paper and the pencil.

She took it and wrote, _We have all the time in the world._

"Yes, but how much longer?" With one finger, he traced the dark circles under Chell's eyes.

_However long it takes you._

He looked away. "You don't trust me to do it."

_If I didn't trust you, I would have sent you out of here a while ago._

She set her jaw and nodded once when he looked at her in disbelief.

"Trust…" All of a sudden, his eyes flashed. "That's it!"

He squirmed out from under her. Chell let him go, and watched him bolt upstairs.


	16. Chapter 16

Noise erupted from the second floor: rustling, rummaging, drawers and doors opening and banging closed. Wheatley's footsteps punctuated the din.

Chell tilted her head and narrowed her eyes at the stairs, mouth slightly open.

After a few minutes, Wheatley's footsteps circled back to the staircase. He came running down the stairs, now holding a small, lumpy object to his chest.

He stood near the fire and showed her what it was: a long black scarf.

"When we were training human test subjects," he said, looking down at the scarf and wrapping it around his hands, "we had them do trust-building exercises to get them to work together. Things like falling into each other's arms and what-have-you." He looked up and stretched the scarf out again, a nervous smile on his face. "Things with blindfolds, too."

Chell settled back on the couch and stared at him.

Wheatley shifted from foot to foot, still holding the scarf out. "So, uh…as a trust-building exercise, I have an idea."

He walked to the couch and sat next to her. She reached out and took the scarf from him, letting it slide between her palms. It was an opaque, inky black: she wouldn't be able to see anything out of it if it were on her.

"One person puts it on the other," he said, folding his hands in his lap. "And that person can do whatever they want to the blindfolded person. Whatever! And the point is…"

Wheatley opened his hands. "The blindfolded person has to trust the non-blindfolded person not to hurt them. And when they feel they've done enough, they remove the blindfold."

Chell formed two fists and twisted the blindfold, looking away. She bit her lip and handed it back to Wheatley. She picked up the paper and pencil.

_Did the test subjects do this?_

"Well, no," Wheatley said. "I made this one up myself. Bit of a twist on the games they did. Test subjects would lead each other through mazes while one of them was blindfolded. I thought this version would be better for us."

Chell twirled a lock of hair. She eyed the blindfold warily.

He offered the scarf to her again. "I can go first, if you'd like."

She ignored it and wrote, _Aren't you nervous?_

"Well, uh…" Wheatley laughed. "A little. You know, the fear of you's never gone away for me. But that's why we're doing this."

He leaned forward. "And because of the dreams, you're a little frightened of me, too."

_That's not true._ But Chell looked away after she wrote it, toying with the pencil in her hands.

"Come on, love." He reached out and rubbed her arm. "Let's see. If it doesn't work, we'll think of something else. It's worth a try."

She tensed and continued to play with the pencil.

"Please."

She cast a glance toward the scarf balled up in Wheatley's free hand and bit her lip. This was asking a lot of her. This would be putting herself in a dark place with the robot she had nightmares about. Granted, she had fallen asleep with him in the room, but this was putting herself in a place of conscious helplessness.

Chell took a deep breath and took the scarf from him.

"Hey, there we go!" Wheatley moved into the corner of the couch and leaned back. Chell moved to him and removed his glasses, putting them down on the side table. As she put the scarf over his eyes and tied it behind his head, he said, "This should work out brilliantly. I'm positive it will."

She leaned back and examined him. He was happily lounging on the couch cushions, arms spread, an expectant smile on his face. Chell looked at his hands.

He was tapping one finger on his left hand repeatedly. He was scared.

If he had made this offer to her months ago, she would have recognized her opportunity to shut him down. Now that she looked at him, he looked so terribly vulnerable there. She could have walked out on him, and if she had, he would have been none the wiser.

But he was doing this because he trusted her, and wanted to see that she wouldn't shut him off, that she wouldn't abandon him, that she actually did love him.

She leaned forward and started with his hair.

She ran her fingers through the strands and rubbed his head. He leaned into her touch, a contended hum coming up from the back of his throat. His smile grew wider. The tapping on his left hand began to slow down.

She moved her fingers to his face, down his neck, across his shoulders, over the front of his jumpsuit. Wheatley was the product of engineers trying to make the perfect human being. His skin, aside from the burn marks and some wear-and-tear, was pale and unblemished.

She reached behind him and unzipped his jumpsuit, taking her hands to the plugs there. They seemed different from when she had first touched them weeks ago: now she could feel the small braille by the lettering, the hard ridges of the black plastic spine, the roughness of the wires, how Wheatley's skin ended on a hard, thick edge just before the circuitry started.

On a whim, she unzipped the jumpsuit further and began to pull it off him. Wheatley complied, leaning forward and moving his arms out of the sleeves so that his torso was exposed.

She grazed her hands over his chest. The burn marks hadn't made it here: she was staring at flawless skin and a small amount of artificial muscle.

Chell ran a hand over his stomach.

Wheatley let out a low chuckle. "I like where this is going."

She gently smacked his arm.

Chell looked closer at his chest. It may have been the low lighting from the fire, but she thought she could see a faint blue glow in the center of his chest. It spread across his torso in thin blue lines that faded the closer they got to his sides. They pulsed with an almost unnoticeable rhythm, glowing bluer and then fading at a specific rate.

She leaned towards him and glanced at Wheatley's face. He balled his hands into fists and held his breath, waiting to see what she'd do.

Chell looked down again and pressed a gentle kiss to the center of the blue glow. Wheatley sighed.

She moved away and was about to zip his jumpsuit up when a tiny something caught her eye.

There was a small blue light on the left-hand part of his chest, right where his heart was supposed to be. It looked like something off a common electrical appliance, more ordinary-looking than the unearthly blue that radiated from Wheatley's chest. It blinked on and off in time with the pulsing of the blue, glowing lines.

She ran a finger over it. All she really had had to do was unplug him.

"Are you still there?" Wheatley asked her, and Chell realized that she had been staring. She patted his arm and set to zipping up his jumpsuit again.

When she removed his blindfold, he smiled gently and held it out towards her. "Now it's your turn."

She curled up on the other side of the couch, keeping an eye on him.

He leaned forward. She closed her eyes, and Wheatley put the blindfold on her. She was suddenly encased in perfect darkness. The firelight was gone, even though she could still feel its warmth. She instinctively pushed Wheatley away when he moved closer.

"Relax," he said to her. His voice was incredibly close. "I promise nothing will happen. I'll be good to you. Everything will be just fine."

Chell continued to push against his chest.

"Do you want me to hold your hand?" he asked. "That might make you a little less nervous. Could ground you, you could say."

She swallowed and reached out a shaking hand. He took it firmly, entwining his fingers with hers.

She immediately tensed when she felt the cushions beneath her shift.

Then she felt a gentle kiss on her nose.

The cushions shifted again, and Wheatley began kissing her on her cheeks, her mouth, anywhere on her face that wasn't covered by the scarf. In the back of her mind she expected a sudden flash of teeth, a slap, a raking of nails against her skin.

She squeezed Wheatley's hand tightly, and he stopped long enough to give her a squeeze back.

He leaned back. There was a long pause. She heard him go, "Hm," and then felt the cushions move as he leaned towards her again.

Wheatley trailed kisses along her jawline before moving to her neck. It was gentle and slow and unexpected, and Chell found herself relaxing into the couch. Her grip on Wheatley's hand went slack. He used his free hand to move her slightly closer, and in the process moved his kisses to her collarbone.

This was her Wheatley, the one she had missed when he had taken over the facility. This was the Wheatley who wanted to help her, not kill her. This was someone who actually cared about seeing her alive, who had no interest in making her a test subject or a toy. For the first time in her life she was enjoying being around an Aperture robot. She went lax in his grip, and the fear of getting hurt faded away.

Eventually he let go of her hand and moved his fingers across her skin. He traced the imaginary lines he had made with his mouth and ended up right over the blindfold. "Sit up," he said; he sounded thoughtful. Chell sat upright, and he moved his hand to her spine, letting his hand move up and down her shirt from underneath her sweater.

She arched and let her head tilt back; Wheatley gave her one kiss on her exposed neck before removing his hands and letting her fall gently back to the couch.

Chell rested against the couch cushions. After a few minutes of waiting, she felt Wheatley's hands behind her head. The scarf fell away.

He was kneeling on the couch a small ways from her, a gentle smile on his face. There was a faint pink color on his cheeks and ears.

"Only one thing left to do," he said quietly, looking down at the blindfold and playing with the fabric in his hands.

She had to go to sleep.


	17. Chapter 17

The test room was gloriously normal. There were no screens or cameras. The potato was absent. She was alone, and the test was solvable. She could get out alive.

Chell took her time in finding the solution. The ambient noise of the facility soothed her as she worked. The portal gun sat, weighty and familiar, in her hands.

After a while, Chell found herself on the opposite end of the test chamber. She felt a slight shock going through the Emancipation Grid as usual. No voice commented on her test-solving skills or her weight.

She realized no one was watching her.

As she approached the corner leading to the elevator chamber, she began to relax. All she had to worry about was escaping. No one would impede her progress save for the turrets. She was home free.

But when she turned the corner, she found herself staring at an empty room. There was no elevator.

Chell crept forward, a warm dread slowly overtaking her.

"Going somewhere?"

And a panel smashed her into the wall.

Chell sat upright.

Same bed. Same room. Same sun high in the sky and same borrowed clothes on her back. Same nightmare.

She pounded the bed with her fist, hissing through her teeth.

She had been so _close_. The dream had been peaceful until the very end, when she had heard his voice and promptly gotten killed. He was still there, despite Wheatley's efforts from last night. Nothing was working.

Chell threw the covers off herself and ran towards the door. She wrenched it open and nearly slammed into Wheatley.

"Woah, hey!" He moved a plate piled high with food out of reach. "Careful, now! I'm right here."

Chell stumbled back and stared at him. He had made her breakfast again.

Wheatley tiptoed into the room and eyed the messy bed. He turned toward her, took in her wild hair and bloodshot eyes. "What's happened?"

Chell bit her lip and looked away from him, her hands balling into fists.

Wheatley understood immediately. "Oh, no, again?"

She nodded.

He ushered her towards the bed, where she slipped under the covers and sat upright against the headboard. She buried her face in her hands. He put the plate of food in her lap and held out a fork, which she eventually took. Wheatley could cook a decent breakfast, and she was normally starving when she woke up, but the knot in her stomach kept her from eating anything.

He sat on the edge of the bed. "So you're still having the nightmares." There was dread in his voice.

She nodded. Her vision blurred, and she looked up at the ceiling, blinking rapidly.

Wheatley touched her arm. "We could try something else."

Chell closed her eyes and shook her head. She picked up the fork and shoveled burnt potatoes into her mouth.

Out of the corner of her eye, she could see Wheatley turn away and hunch his shoulders. "Now what?"

It was a simple question. If the nightmares hadn't gone away, even after last night, then Wheatley really had no place being in her home. She wanted him here, she enjoyed his company during the day, but he wasn't able to follow up on his promise. She had believed in him, and he had failed.

Perhaps the dreams were some untouched part of her brain she had to reckon with. The dreams made her feel more alone than she had ever felt in her life. Wheatley could only do so much to fix them.

Then again, these were dreams about him.

She leaned over and reached toward Wheatley's hand. With one finger, she traced along his knuckles. He turned to look at her with wide eyes.

Chell put down her fork and held two fists near her temples. She mimed pulling.

Wheatley's eyes widened further. "The blindfold? You want that again?"

She nodded and leaned back against the headboard.

He looked at her sideways. "That didn't work out."

She shook her head and mimed putting on the blindfold again.

Wheatley took a deep breath and turned his eyes skyward. "Alright," he said with hesitation, "if you want it."

He pushed off the bed and walked to the door, descending the stairs farther down the hall. "Finish your food first," he called to her.

Soon after he came back, she put her empty plate on the floor, and she found herself encased in darkness again. The scarf was enough to block out the sunlight.

Chell shivered. Wheatley placed both hands on her forearms.

"I'm not sure why you want to have at this again," he said.

Chell shook her head. She felt Wheatley's grip tighten.

"Seeing as how it was rubbish the first time."

She shook her head again and blindly reached out for him.

Chell felt him slip his hands into hers. He leaned forward and nuzzled her cheek.

"I'm sorry," he whispered. "I thought it would work."

Wheatley set to kissing her face. It felt stiff and forced, done more out of obligation than out of affection. He followed the same path he had made last night: around her face, down her neck, over her collarbone, and back. When he had completed the loop he moved to take the blindfold off, but she grabbed his arms and brought them back down.

"What do you want, Lady?" he asked.

She pointed to her lips. Wheatley leaned forward and gave her a peck.

"Is that it?"

She shook her head and pointed to her lips again. There was a slight pause, and then he kissed her again. This time, she managed to grab hold of the back of her neck and keep him there.

She kissed him as hard as she could; eventually Wheatley exhaled and relaxed, pulling her closer and running his hands up and down her back.

Eventually, he pulled away. "I can't do this to you."

She reached out to pull him closer, but he slipped out of her reach.

Chell reached up and pulled the blindfold off.

Wheatley had curled up by the edge of the bed, knees drawn to his chest and face hidden from view. He was shaking, and she could hear muffled sobs.

"I'm no use to you," he wailed. "All of my ideas are awful, and I give you nightmares. You don't need me to live. Send me out and be done with it."

Chell held the blindfold in her hands, twisting it and untwisting it while he cried. There was no persuading him. He was so convinced that she wanted him out of her sight, when in reality, she wanted him to keep trying.

She reached out and ran a hand through his hair. When he looked up, she immediately slipped the blindfold over his eyes.

He gave out a cry, but she put a finger on his lips to silence him. In no time at all, the blindfold was on, and Wheatley quietly whimpered as Chell led him back to the other end of the bed.

She shuffled and turned him around so his back was to the headboard.

"I…what are we…why are- oh."

Chell had unzipped his jumpsuit again and had peeled down the turtleneck so that she could kiss his neck reverently. She took her time, focusing on the angle of his jaw and the thick cords under his skin. She held his head in her hands, and Wheatley put his hands over hers.

"Please keep going," he whispered.

Her hands slid down his neck and to his shoulders. Chell looked up. A small smile was creeping onto Wheatley's face. She pulled the jumpsuit off his torso and took one arm in her hands, brushing her lips against the skin of his forearm and trailing kisses to his wrist. He laughed and let his head loll to the side. "Oh, tremendous. Wonderful."

She lingered over the palm of his hand. He bit his lip. The sorrow on his face was gone, replaced by a languid joy.

When she curled his fingers up to make a fist instead of giving him a final kiss, he laughed again. "Oh, come on!"

Chell grinned and reached forward to untie the blindfold. Almost immediately, Wheatley grabbed her and pulled her into a hug. She reached around him and squeezed back. His chest felt even warmer to her now that the jumpsuit wasn't on; the feeling of smooth skin and plastic wires under her fingers was an odd, but pleasant, feeling.

She looked down at his back, and something clicked in her brain.

He wasn't afraid to have his back exposed to her. He finally trusted her. The exercise _had _worked, despite his insistences otherwise.

Chell pressed her face into his neck and hugged him harder.

"Hang on, love, I want to see something."

He released her and turned her so that her back was to him. She handed him the blindfold, and he set it aside.

His fingers curled under her shirt and lifted it so her lower back was exposed. He gently touched the bumps of her spine.

"Amazing," he breathed. "Where's your wiring?"

She looked back at him and tapped her head. He smiled at her, then continued to examine her spine.

"I was thinking about this last night, while you were asleep," he said. Wheatley lifted her shirt further and explored the plane of her back, thumbs pressing and rubbing the muscles there. "How you're not vulnerable."

His words sounded familiar.

"How you don't have plugs and buttons and other things."

Chell straightened up.

"You don't need maintenance- well, the food, really, and you don't last forever…but at least you can do more."

His words were from her dream.

"You can run, and jump, and _test_…you can escape. I can do that too, but you…! You don't have to worry about blowing a circuit, or damaging something important. Even brain damage heals over for you. You're very smart, and creative, and persistent...yes, definitely persistent. "

Chell closed her eyes.

"I was built to help humans." He pressed the heels of his hands into her back. "And now look where I am. Not much help at all. But you're helping me."

Then there was no forceful slamming into a wall, no violence against her, no fear keeping her from running. There was a head resting on hers, and arms around her waist, and gentle movement as he rocked her back and forth.

"Who built you?" he asked, his voice matching the Wheatley's in her dream, but that was the thing, this was _not_ that Wheatley, and suddenly everything made sense. He was so close to the man that haunted her sleep at night, but she could tell the difference now: the dream Wheatley mocked her. This Wheatley worshipped her. He wanted to take care of her, not possess her. She didn't need a blindfold to trust him.

He was willing to let her go free.

She felt a burning in the pit of her stomach, and she leaned her head back against his shoulder and let the tears stream down her face.

"Ah!" Wheatley's hands hovered over her. After some hesitation, he took one of the sheets and began clumsily patting her cheeks. She shooed him away and set to wiping the tears away.

It had been obvious this whole time, and she had been stubborn about it. It really was all in her head, just as Wheatley had insisted. There was no way to stop the nightmares from coming, but the distinction between the two robots was clear.

She was _free_, she had been free this whole time, and she was more free than she had ever been in her life. She didn't have an obligation to take care of this robot, she was choosing to keep him around and love him. She didn't have to stay in this house alone. Finally, there was a world outside the testing and testing and testing just so that she could get fed and stay alive. She had been alone for months and hadn't realized it.

She pressed the heels of her hands into her eyes and sniffled.

Wheatley's arms wrapped around her, and he began rocking her again. He began humming.

He went through dozens of songs before Chell's crying subsided into ragged breathing. She leaned back on his chest, limp and tired, looking out the window and allowing him to hold her. With her ear on his chest, she could hear the beeping and whirring of his mechanical heart as it worked to keep him alive.


	18. Chapter 18

Chell shifted from foot to foot, preparing to take a dive into the portal she had placed far below her. She was standing on the edge of a deep chasm, and she was alone again.

She looked up one last time to check her portal placement: high up on a wall across from the Emancipation Grid.

She looked down, took a deep breath, and jumped.

It was over quickly: she streamlined her body and shot out of the other portal, flying over the chasm to the Emancipation Grid. She landed on her feet and somersaulted through.

Just inside the Emancipation Grid, she stopped and tilted her head. No voice over the intercom came.

She crept through the hallway cautiously and turned the corner.

There was no elevator: the room was completely white. And in the center, on a white chair, sat Wheatley.

He grinned at her when she came in. "I knew you'd come back," he said, and his voice sent chills down her spine.

The next thing she knew, she was pressed against the wall, and her portal gun had disappeared. Wheatley held her chin fiercely in one hand, the other pinning her shoulder against the wall. Chell struggled in his grip, but he pinched her cheeks harder, and she stopped, eyeing him with a mixture of disgust and wide-eyed fear.

"You like teasing me, don't you, love?" he asked her, turning her head left and right so that he could examine her face. "You took far too long on that last test. Perhaps the lack of input is making you _lazy_. Is that it?"

Chell gritted her teeth and pinched her eyes shut. Wheatley dug his nails into her shoulder.

"Look at me when I speak to you, Lady."

She opened her eyes and moved them to his. A smug expression crept across his face. "That's more like it. I couldn't stand it if those beautiful eyes weren't looking straight at me."

Without warning, he threw her to the floor. She slammed hard into the concrete, the air leaving her. Before she could get up and steady herself, she felt a boot pressing hard into her lower back.

He ground his heel in, and she grimaced. She placed her palms on the ground and attempted to push herself up, but one stomp of his foot on her back and she was cheek-to-concrete again.

Wheatley leaned forward, placing his weight on the foot on her back. "You're not getting away until you prove you can test for me," he said; she could hear the smile in his voice. "I'll watch, of course. Before you know it, you'll be delivering test results so fast, it'll make _both_ our heads spin."

He shifted, and his boot was replaced by his knee. He put the heel of his hand on her temple and ground her cheek into the floor. Chell's eyes squeezed shut, and her mouth opened in a silent exclamation of pain. When he pulled his hand away, she could see some blood out of the corner of her eye: her cheek had been scraped.

"What should I do to you?" he asked. "Couldn't bang you up too much. You wouldn't be able to test, and that would leave me feeling a bit desolate, don't you think?"

He pressed her cheek into the floor again and stood. This time, he pressed his foot against her head, keeping it pinned to the floor.

Chell stayed as still as possible. One wrong move, and he could smash her head in.

"I could feed you something from the labs," he mused. "Either that or go the old-fashioned route: tests all day and night. You wouldn't have to sleep. I'd just pump in more adrenal vapor. Then again, I like seeing you bleed." He laughed and pressed his heel against her head, grinding it into her scalp. "I've got to incorporate that somehow. All for science, of course."

Chell's head was pounding, but she tried to think through the pain. She could wiggle her fingers. There was sensation in her legs. One well-placed move, and she could throw him off.

She could move for once.

In spite of her position, an overwhelming sense of power flooded her. She was smarter than him and much, much faster. Chell hadn't forgotten that he'd previously needed her help to escape. This was a situation she could easily worm her way out of, despite Wheatley's control over the facility and over her. She had overthrown a computer more than once; she could do it again.

Chell began to smile. A few huffs escaped her: laughter.

"What's so funny?" Wheatley removed his foot and kneeled on her back. He bent down to make eye contact with her. "Why are you laughing?"

Her laughter grew, even though he was looking her dead in the face and getting angrier by the second.

"Why are you laughing? Stop laughing!" he shouted at her. He pressed a hand against her face, trying to pin her down further.

She reached up towards her face and twisted his wrist.

He gave a cry of pain and held his wrist in his other hand; he leaned back.

The twisted wrist was the perfect distraction. Chell bucked him off her back and scrambled to her feet. She heard him hit the ground behind her. In a flash, she whirled around; out came the Aperture Science Standard Issue Pocket Knife, and in under a minute, she had the upper hand.

He backed up as she advanced towards him, a sheepish smile making its way onto his face. The frustration and anger was still apparent in his eyes, but it was quickly being replaced by fear. "Hey, now!" he said, his gaze darting rapidly between her expression and the knife in her hands. "Let's not get too rash, here! All in good fun. All for science. That was it all along."

Chell smirked and continued to move towards him. He moved faster towards the wall. "Lady! Please. I'll give you whatever testing conditions you like. It doesn't have to be this way!"

She twirled the knife once, her smirk disappearing. Wheatley hit the opposite wall and pressed himself against it. His eyes were wide with terror. "Put that away! You don't know what it does."

Then he looked up. Chell followed his gaze.

She could just make out the seams in the ceiling panel loosening. The panel trembled once, almost imperceptibly.

Chell was out of the way before the panel came shooting down.

She stood, tense, across the room, breathing heavily. She looked up at the ceiling again and noticed another panel moving.

"You're not the only one with tricks up their sleeve." Wheatley laughed and struggled to his feet. She could see his hands trembling. "You still forget that I'm the one controlling this facility. You're just a test subject who can't do anything."

The panel came down, and Chell dodged out of the way.

She kept moving, and Wheatley kept bringing the panels down. It became a strange dance: she moved towards Wheatley, Wheatley kept moving away, panels continued to come down where she had stood moments before, _bang, bang, bang_. One wrong move, Chell thought to herself, her breathing labored and sweat trickling down her temple, and she'd be dead.

But even though Wheatley was laughing at her and jeering at her from across the room, she knew he was frightened of her. The tremor in his hands hadn't gone away, even though he had long since clenched them into fists. She still had the upper hand.

If she had the portal gun, she thought as she jumped forward, missing two panels, she could outsmart him; he had put her in a white room, after all. But she couldn't carry a portal gun and a knife at the same time.

And it was better that she go without the portal gun. She couldn't rely on Aperture anymore. They had controlled her life since she could remember. She was her own person. She knew she could outsmart anything the facility threw at her with her bare hands, if she had to.

And whether Wheatley liked it or not, she was going to outsmart him.

She gritted her teeth and broke into a zig-zagging run. The smile on Wheatley's face disappeared.

"What are you doing?" he cried; her erratic movements made it impossible for his panels to reach her. "That's not fair! You're not playing by the rules!"

She braced herself and leapt forward.

Her momentum sent him barreling to the floor. They rolled on the ground before Chell forcefully righted herself. She sat on his chest and held the knife to his throat, pressing her hand into his cheek just as he had done to her. The panels stopped coming down and silence filled the room.

She leaned forward and glared at him, pressing the knife harder against his synthetic skin.

"N-now wait a minute!" Wheatley's eyes were completely focused on hers. "That's not right. You cheated, there. The plan was: I bring down the panel, panel comes down on you, you die. That was the way it was supposed to work. Do you understand?"

He raised his voice. "Or are you too stupid to understand anything?"

She grabbed his hair and pulled his head roughly up. The knife pressure against his throat increased.

"Let's not get rough," he said, voice breaking. He laughed: a small, pathetic sound. "I thought we were friends. Isn't that what friends do? Play a bit? Rough-house?"

She bared her teeth.

He swallowed. "I could kill you right now," he said, glaring at her even though his voice was thick and his eyes were beginning to shimmer with tears. "I could bring another panel down. You'd never know! And then I'd win. How does that sound to you?"

Chell slammed his head against the concrete, not losing her grip on it. Her knife caught the light of the room and glinted. She changed its angle, moving it to the other side of his throat and pressing.

"Don't you love me?" Wheatley squeaked. "I've done so much for you."

She looked down, saw her reflection in the knife.

Without taking her eyes off the knife, she opened her mouth.

"I don't know you," she said, her voice low and rough. "I don't owe you anything."

And she roughly jerked his head to the other side just as she slit his throat.

Sparks flew, and she caught a glimpse of exposed wires and cords through the skin before her vision went black.


	19. Chapter 19

The sun was just rising, filtering gray through the heavy clouds that blanketed the sky. It was cold.

It was snowing.

She stirred, blinked, yawned.

Chell was curled up in the sheets, clinging to a pillow. The rest of the house was silent. The crows were gone, probably off to somewhere warmer. The snow outside clumped on her windowsill.

She turned onto her back and looked up at the ceiling.

She opened her mouth and mouthed the words- _I don't know you_- but all that came out was a hollow gust of breath.

Mute.

It had been a dream after all.

She pursed her lips and closed her eyes.

How was she going to explain this to him?

The experience of killing his dream-self had been so utterly _satisfying_. It made her stomach turn, how she had enjoyed tearing into his throat and shutting him down, seeing his blue eyes flash once before they went blank. She half-expected to come downstairs and see Wheatley on the floor, the same gash in his neck, the same empty stare in his eyes.

She shivered and pulled the covers around herself.

There was no telling whether or not the dreams would come back. She had overcome the dream-Wheatley, so if he came back, she would know what to do. But she hoped, for the real Wheatley's sake, that the dreams were gone for good. Wheatley had tried so hard to end them. Now that they had come to a resolution, she felt it would be better to tell him what happened and make him believe he had given her the strength to end the nightmares.

Which, in a way, he had.

She had kept him around for company, for a voice to fill the silence, for a light to fill the gloom of the house at night. She had wanted a warm body close by while she slept or ate or hunted. She had wanted someone to tell her stories and jokes and half-lies about how everything was going to be alright, how she needn't worry, how he had everything under control.

What she hadn't realized she wanted was _him_, in all his clumsiness and ignorance and impetuous behavior. Chell wanted Wheatley and all his bad ideas. He had taken such good care of her and had shown that he had no desire to hurt her or possess her. He didn't want to use her. He wanted some company too, he was alone just like she was.

He, by some miracle of programming, loved her. And she loved him in that she didn't want him to leave. She loved him in that she wanted to hold him close and let him cry on her shoulder and whisper secrets in her ear. She enjoyed watching him bumble around the ruins of the old town and then present her with a necklace or a patchy old teddy bear or a picture of some happy family because, _look, doesn't the girl look just like you_? She liked his haphazard, overcooked meals. She liked the way he laughed, how he scrunched his nose when he was unhappy, how he would run his fingers through her hair and kiss her.

He had been so honest with her, and no one had ever been honest with her in her life.

She threw off the covers. Dressed. Washed up. Put on a thick sweater. Went downstairs.

Wheatley had his nose pressed to the front window. He turned around when he heard her coming down the stairs.

"Look! Oh, isn't it beautiful?" He turned back to the window. "I've never seen snow before. I've heard of it. There's no way I'll go out in that, because you know what it is? Frozen water. Trick of nature. Looks beautiful, but is actually deadly."

He turned back to her, eyes wide, ready to spout more observations about the weather when he noticed she hadn't moved from the foot of the stairs.

"Lady?" He moved away from the window and towards her.

She looked up at him as he approached, but when he came close to her, she turned away, clutching her hands in front of her and wringing them.

"What's the matter?" he asked.

She moved towards the desk, towards the pen and paper; he followed her. She sharpened her pencil using her knife, which she kept nearby. Holding the weapon in her hand made a lump form in her throat.

Chell wrote, _Please don't be afraid._

"I…what? Why?"

_I'm about to tell you something a little scary, Wheatley._

She hesitated, tip of the pencil hovering over the paper.

_It's about the dream._

He backed toward the couch and sat down.

She walked towards the fireplace and started a fire. She walked back to the desk.

She took the paper and pencil with her, sat some distance away from him, held a hand out when he tried to get closer. In as much detail as she could manage, she described the dream to him.

His eyes got wider with everything she wrote. Out of the corner of her eye, she saw him tense with each new sentence. By the time she got to the details of his death, he was entirely rigid on the couch, fingers digging into the cushions, as still as she had ever seen him.

She told him that she thought the dreams would end because of his dream-self's death.

When she was done, he took the papers from her and read everything over again.

After turning the final sheet over, he set the papers in his lap and looked down at his toes. Chell's chest tightened; he was avoiding looking at her. The last thing she wanted to do was alienate him, but she couldn't lie to him after he had been trying for so long.

Wheatley held out the papers from the story; she took them, but as he got up and walked towards the fire, she noticed too late that he was still holding on to one sheet: the sheet that told him that she had held a knife to his throat, had spoken, then killed him.

He paused by the fire, paper in shaking hands. He looked into the flames.

"He deserved it for what he did to you."

And he crumpled up the paper and threw it into the fire.

They watched the paper gently curl and turn black; the fire grew, big and orange, before settling back.

Then Chell stood up, the rest of the papers about her dream in her hands. She stood next to Wheatley and threw those into the fire too.

Wheatley turned to her once they had finished burning.

"Don't ever let me do that to you," he said, his voice thick. "I would never want to hurt you. Ever. I mean it."

She nodded. He looked back to the fire.

"I'm sorry I didn't stop them sooner," he continued. "I'm sorry I couldn't."

She nodded again, and he fell silent.

She mouthed, _I forgive you, it's not your fault,_ even though he couldn't see.

Without taking his eyes off the fire, he tentatively reached out a hand towards her. She turned and looked down at it.

She turned back to the fire and reached towards his outstretched hand.

Their fingers touched, slowly moved together, interlaced until their hands locked together.

Chell stepped closer and leaned her head against his shoulder. He turned and kissed her head softly.

* * *

><p>"Can you really speak?" he asked her the next day. The snow was still coming down heavily, and Chell's food supply was running low. If the bad weather continued, she had to make sure she had all the small animals she could get her hands on before the weather shooed them away. Wheatley was sitting on the couch, watching her prepare to venture out into the cold.<p>

She looked up from packing her bag and shook her head. He looked down at his boots. "Oh. Alright, then. I was just wondering."

She looked down at her bag and continued packing.

"I would have loved to hear your voice," he said.

Her lips curved into a small smile.

As she threw on her seven-sizes-too-big winter coat and hoisted her pack over her shoulder, she took time to write out, _Are you sure you don't want to come along? I can find you a coat._

"Too risky," he said airily, glaring at the snow outside. "I don't trust that stuff. It could do nasty things to my wiring."

She pursed her mouth in an "o" of comprehension.

He asked, "Will you be back, at least?"

_Yes._

And she set the paper and pencil back down on the desk.

Chell re-arranged her bag's strap on her shoulder and headed towards the door.

As she opened it, Wheatley cried out, "Wait!"

She stopped and turned to him.

He was standing up, eyes wide, fingers splayed.

"I just remembered something," he said. "I don't know your name."

Chell raised an eyebrow.

"All this time," he stuttered, lowering his hands and hunching his shoulders, "I've just called you 'Lady' because I thought that was your name. I just always knew you as 'Lady' and nothing else. But now that…after everything…I…"

Chell closed the door and set her pack on the floor.

She trudged over to the desk again and picked up the paper and pencil. Wheatley got up from the couch and joined her.

She wrote something down and handed it to him.

"Sh…shhhh…" Wheatley pointed to it. "How do you pronounce that?"

Chell put her teeth together and made a continuous sound with her breath:

_Ch. Ch. Ch. Ch._

"Ch…ch…oh!"

Wheatley's eyes grew wide with understanding.

"Chell?"

It took a while for her to register it. At first, the sound passed through her ears unprocessed. She stared at him blankly.

"Is that your name? Chell?"

Then an overwhelming heat spread through her. It started in her heart and moved, in tingling, pulsing lines, through her arms and fingers, down her legs, into her toes. An enormous smile broke out on her face despite herself.

She threw her arms around him.

"Chell!" he said. A laugh shook him, and he warmly embraced her back. "Chell. Chell. That's been your name all along, hasn't it?"

_Wheatley_, she mouthed, and held him tighter.

* * *

><p><em>And when the time comes along when the lights run out<em>

_I know a light will burn on when they blow me out._

-Marina and the Diamonds, "Fear And Loathing"

**END**


	20. Epilogue

_This part is optional. I finished the fic without this scene so that it could be read however the reader wants it. If you would like to read this scene and take it with the original nineteen chapters, that is fine by me. If you would rather not, that's also okay. Consider this a little bonus!_

_I should also like to mention that **this part is NSFW**. If that makes you uncomfortable, you can ignore this chapter._

* * *

><p>The days grew tranquil. They grew closer.<p>

If the weather wasn't sour, Chell and Wheatley went scavenging around the town. They managed to make it to the other end one day, and found more wheat fields that stretched out far past the streets. A lump formed in Chell's throat, and she turned away and promptly headed in the direction of the house while Wheatley followed, calling after her.

That night, Chell sat on the couch, polishing off her dinner while Wheatley played with a brightly-colored cube next to her.

"Are we alone?" he blurted out suddenly.

Chell glanced at him and set her plate down on the floor.

"Because the town, it's…" He held the cube out in front of him and examined his work. "There's just wheat fields. Everywhere." He put the cube down by his feet and folded his hands, looking into the fire. "We're the only people here."

Chell picked her plate back up and moved into the kitchen. Wheatley followed her, turning on his flashlight so she could put her dish in the sink. The last light bulb in the kitchen had gone out long ago, and once the sun went down, Chell had to rely on Wheatley to provide light.

He followed her out of the kitchen and turned off his flashlight. She sat down on the couch and rested her forehead in her palms. Wheatley sat down next to her and curled an arm around her, pulling her close. She buried her face in his neck.

"I know, love," he said as she started to shake. "I know."

She cried.

When she finished and was nothing more than a small, shivering mess in his arms, he put his hand on her cheek and gently pushed her head up. Chell opened her eyes and stared at him, lips pressed thin in an attempt to keep more tears from escaping. She sniffled.

He rubbed his nose against hers and pulled back, looking at her with a worried frown.

As she sat staring at him, she realized that, if there was no one in the town, Wheatley was all she had. They were alone, just as he had guessed.

She leaned forward and pecked him on the lips. He relaxed.

Then he kissed her, and she found herself kissing him strongly, pulling him close with an intensity she thought she was too tired from crying to have. Her arms wrapped around his shoulders.

He hunched his shoulders, then ended the kiss. "Does that make you feel better?"

She held out a hand, palm down, and tilted it side-to-side. Wheatley nodded.

"Glad I could help."

He began to leave the couch when Chell caught hold of the sleeve of his jumpsuit. Wheatley turned to her, eyes wide; at the sight of his confused expression, Chell tugged once. He sat back down.

"I'm not sure what you-" He was cut off when Chell placed a finger to his lips. When the sentence had died in his throat and he was staring at her in silence, she leaned forward and kissed him again, more gently than before.

He made a small noise and leaned into the kiss, tilting his head slightly; she could feel him smile. Her hands pressed against his chest, and she found them wandering, feeling their way along the smooth fabric of the jumpsuit.

Wheatley reached out and put her hands on her waist. Chell felt a spark of warmth shoot through her.

Her hands traveled up to his hair and smoothed it back. He pulled away, face still inches from hers; a nervous laugh escaped him.

"What's gotten into you?" he asked.

She immediately removed her hands from him and held them up. His hands stayed at her waist.

"No, I mean…" He bit his lip at her fearful expression. "I meant to say that I didn't expect you to be so energetic after crying. It's very unusual."

Chell slowly lowered her hands.

"I-it's a lovely surprise, really. And I would love it if you continued. But only if you want to."

It took her a second to register his words, but when she did, she slowly lowered her arms onto his shoulders. She patted him once, and Wheatley's frown was replaced by a wide smile, which Chell returned.

"Don't be shy," he said. "It's unlike you."

She felt around his shoulders and down his back; even through the jumpsuit, she could feel where his skin ended and the black plastic of his spine began. Wheatley closed his eyes and let out a satisfied hum.

"Could you unzip the jumpsuit for me?" he asked suddenly.

Chell complied, and to her surprise, Wheatley slipped completely out of the torso of the jumpsuit, leaving his chest, back, and arms exposed. A pink glow appeared in his cheeks when Chell gave him a questioning look.

"It just…it feels better when there's no jumpsuit there. The, uh…" He reached forward and tapped her spine. Chell nodded.

When her hands touched his skin, he leaned forward and nuzzled her neck, a lazy smile on his face. "That's wonderful," he whispered. He gripped her waist tightly as she let both of her hands trail up and down his back, exploring the space there. Dozens of wires, dozens of ports with strange names, some in languages she didn't recognize. She rested her head on his shoulder and drummed her fingers up and down his back. He laughed, and Chell affectionately rubbed his upper back in response.

He pulled away and took her by her shoulders. "They told me this was bad to ask of female test subjects," he said, "but can I…?" He pinched the shirt between his fingers and tugged on it.

Chell froze. A dull flush crept across her face, and she tore her eyes from him, focusing on a patch on the ground.

"I want to do the same to you," he said quietly. When she didn't look up, he shook his head. "I'm sorry, that was stupid of me." He pulled his hands away, but Chell took them and guided them down to the bottom of her shirt.

He looked up at her with uncertainty. Chell bit her lip and nodded, and he pulled the shirt away. She took her bra off and let it fall to the floor.

Wheatley sat back on the couch, unabashedly staring at her exposed chest, her shirt balled up in his hands. After a few seconds, Chell slid her arms over herself and looked away.

"No, no!" He gently pried her arms away and moved to catch her eye. The shirt fell, abandoned, to the floor. "It's alright, Chell, really. No need to be afraid."

His eyes traveled down to her chest and he reached out, gently running his hands over her. His tenderness made her forget her fear, and she looked down to watch his hands skim over her stomach, her sides, her back. His palms hovered over her breasts, and he hesitated.

"I don't know what these are," he said slowly. "But I was told not to touch them."

Chell reached out and placed his hands on top of them, making him gasp in surprise. He leaned forward and curiously felt the soft flesh, pressing and squeezing. At one point, he began to pull, and Chell winced in pain. He muttered an apology and kissed her briefly before re-focusing on her chest.

She put her hands over his and guided his fingers to her nipples.

"Oh, you like it when I do that!" he exclaimed when she let her head loll to the side. The tension left her shoulders, and she released his hands, grinning. "Does that feel good to you?"

She nodded. He caressed her, eventually leaning forward and placing soft kisses on her neck and along her shoulders as he went. Eventually his hands moved to her back and raced up and down her spine.

He pulled her onto his lap for better leverage, and Chell leaned against him. His body was warm and his touch was gentle along her back, and she began to forget that she was in an abandoned town with no other people around.

Wheatley pulled back and kissed her forehead, hands traveling to her breasts again. She took him by the wrists.

"What's wrong?" he asked, but she placed a consoling hand on his chest and pointed at the stairs. His gaze followed her finger before he looked back to her with a furrowed brow. "What's upstairs?"

She slid off his lap and tugged on his wrist. He obediently stood, keeping hold of the upper half of his jumpsuit and waiting while she put out the fire. Her grip was firm as she took him by the hand and led him upstairs and into her room.

In the dark, Chell sat on the bed, leaned against the headboard, and gestured for him to join her. He climbed onto the bed; she pointed to his boots, and he removed them.

"I thought the couch was fine," he said.

She gestured towards the wide space on the bed, and he nodded. "More space," he said, then chuckled, stopping some ways away from her, suddenly looking nervous despite his confidence downstairs. He was aware that something was about to happen, but judging by the sheepish downturn of his eyes, he didn't know what. For a second, he turned on his flashlight, but Chell waved a hand at him, and he turned it back off.

Chell brought him close. She ran a hand through his hair and let her eyes roam across his chest. In the dark, the glow of his torso was vivid and painted her own skin a soft blue. At her touch, the pulsing of the fine lines under his skin slowed to a languid pace; she looked up and saw that Wheatley had closed his eyes and was tilting his head upwards, leaning it into her hand with a smile.

She ruffled his hair and let her hands travel down to the bottom portion of his jumpsuit. He opened his eyes and watched her hands go, and at the sight of her tugging on the fabric, he shakily exhaled. "Go ahead. It's alright."

Chell helped him struggle out of the bottom portion of his jumpsuit. She turned and tossed it carelessly over the side of the bed.

Seeing him naked in front of her, she began to panic. She had never done anything like this in her life. She had always been alone, and though the idea of physical intimacy excited her, she suddenly felt very self-conscious. She didn't know how much knowledge the engineers had programmed into him, and it was already clear that he wasn't going to leave, but she found herself worrying that she'd disappoint him.

"Love?"

Chell shook herself and focused on him. Without breaking eye contact, he leaned forward and hooked two fingers under the waist of her pants. "You as well?"

It took her a moment, but she finally nodded and let him help her out of her clothes. Her pants and underwear joined his jumpsuit on the floor.

Wheatley took her in. "Man alive. Look at you!"

Chell grinned.

He leaned over her and let his hands wander across her skin. She arched when he met the place between her legs.

"Another good spot for you?" he asked. Chell nodded and put her hand over his, guiding him.

Eventually, Wheatley figured out what she wanted, and Chell let her hands fall away. She relaxed against the mattress, gasping when he began to rain kisses on her chest and stomach. The warmth from before began to build, spreading anywhere his hands and mouth went.

"I like this," he muttered, smiling, against her skin. "I like seeing you like this. You're happy. It feels tremendous, love. You have no idea."

At this she pushed his hands away and took him by the shoulders, moving him so he was lying where she was. She began to kiss slowly along the glowing blue lines of his body. Wheatley laughed again, this time with a note of giddy excitement in his voice.

She reached downwards and, pushing her shyness aside, hesitantly began to touch him.

Wheatley turned his head and groaned. The intense blue in his chest grew brighter. "That's perfect."

He wasn't disgusted or frightened.

Chell's stomach did little backflips at the sight of him writhing on the sheets, and she increased her pace.

"You're stunning, love. Don't stop." Words flowed easily from him. "This feels wonderful and it feels more wonderful because it's _you_ doing it, and I…"

His voice began to taper off as his breathing sped up, and Chell took the moment to remove her hand, leaving him disappointed.

Wheatley opened his eyes and looked at her with a mixture of hurt and frustration. "Why'd you stop?" he squeaked. "That was-"

Chell held out a finger. He looked at her sideways, the frustration giving way to curiosity as she lied down next to him on her back.

Wheatley rolled on his side and gave her another questioning look. She took him by the arm and guided him on top of her. He supported himself with his hands and hovered above her.

His eyes roamed rapidly over her face, his brow creased with sudden worry. "I don't understand," he muttered, and looked away from her.

She reached up and caressed his face. He turned back to her. "I don't know what I'm feeling," he said. "It's strange." He shifted back and forth on his palms. "I want you, and every time I look at you like this, I feel…warm. Hot, even, you could say."

He looked down at her body, then curled his back and looked down at himself. "We're so different, you and I." He looked to her again. "Are all humans built like you?"

Chell shook her head.

"Then why…?" He stuttered and trailed off into silence.

She moved her hand downward and gently guided him between her legs. He watched her face closely, curious and a little fearful as to what she was about to do.

Chell beckoned, encouraging him to push. He did, and, with some resistance, he slid inside her.

A look of realization dawned on his face. "Oh. _Oh_. That's….they're meant to work together!"

She soundlessly laughed, and hooked her legs above him, hands on his hips. She pushed his hips back and pulled them into to their original position. Wheatley caught on quickly and, with a desperate whine, began to move on his own.

Despite her guiding him, she had little idea of what to do; she was more interested in getting his cheeks to flush pink, his voice to catch in his throat, his eyelids to flutter shut. He pulled her up into a hug, and Chell clung to his shoulders, her nails scrabbling against his skin and leaving gentle dents in the plastic as they went. His arms were hooked behind her back, supporting her, and he was whispering.

"Don't let me stop," he begged. "You're so beautiful like this. Thank you, thank you, thank you. I've never done this before, but look how well we're doing now. I can't-" His words disappeared into heavy breathing that ghosted against her shoulders and left goosebumps. His pace increased.

She buried her face in his neck and squeezed her eyes shut. They were lucky it was cold outside, else she would have been sweating, and that would have wreaked havoc on the open circuits on his back. But she felt warm, very warm, and for a few moments the world became just them, and her focus turned only to him and the things he was doing to her. The heat in her lower stomach increased, and she wished she could speak and tell him how well he was doing, how he was making her feel fluttery and happy and excited and all manner of other things she couldn't put a name to, how the loneliness went away when he was with her.

She opened her eyes and nuzzled his neck.

"Chell..."

Then he whimpered and stopped suddenly, his back arching underneath her hands. The glow in his chest became almost blindingly bright.

Then the warmth in her stomach exploded, and she arced backward, the crown of her head brushing against the headboard. Her mouth opened in a silent cry.

They fell together against the bed, breathing heavily. Chell traced circles along his shoulder as she came back to the room and re-focused. The heat in her eventually subsided, replacing itself with a languid, happy feeling.

Wheatley withdrew from her and, his hands shaking, used the sheets to clean himself up. Chell laid against the bed, completely still, and watched him.

He let his hands fall to the bed, avoiding her gaze. The flush in his cheeks hadn't left.

She crawled over to him and took his hands. After a pause, she leaned forward and rubbed his nose against his cheek before planting a kiss there. He looked to her in surprise.

"Did you feel that?" he asked. She nodded.

Their noses touched.

"Because that was…I…I've never felt that wonderful in my life. Ever. And you…"

Then he grinned and threw his arms around her. "You are spectacular, Chell!"

She tapped her finger against his shoulder (_you too, Wheatley_) and let a wave of happiness wash over her. Her shoulders shook with laughter.

He pressed his palms against hers and let their fingers intertwine, bringing his face near hers again. "Thank you."

The next kiss was quiet and easy, their lips sliding against each other, their hands squeezing and releasing like a shared heartbeat.


End file.
